AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17...

64
London: The IPO Venue of Choice For US & International Growth Companies January 2017

Transcript of AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17...

Page 1: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

London:

The IPO Venue of Choice For US

& International Growth Companies

January 2017

Page 2: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

2

Strong Organisational

Commitment to the Americas

- After acquisition of Frank Russell Company, the US provides 20% of LSE Group revenues

- More than 300 employees across 8 North American cities

- Owner and provider of the Russell indices – including the Russell 2000, the key benchmark index for

small cap companies listed in the US

London Is A Resilient, Strong

Performing Capital Market

- LSEG ranked 2nd globally for IPOs over period 2014-16

- London IPOs clearly outperformed US deals in 2015 and 2016

- London resilient in aftermath of Brexit vote – UK best performer in local currency since vote & in 2016

- Tech and life science IPOs key source of outperformance in 2016

Most International Capital

Market & Strong Platform For

US Companies

- London has the most international listed companies of any major exchange and approx. 100 US

companies are listed in London

- Recent US transactions range from $195m IPO of PureTech on Main Market to $4m IPO of MotifBio

- London offers great platform for internationally oriented US companies, for example Boston based

Allied Minds became best performing Main Market IPO of 2014 and Maryland-based Maxcyte one of

best performers of 2016

A Unique Small Cap Proposition

Not Available in the US

- London, unlike US, offers viable, cost effective public market access to institutional capital for market

caps of $30-$300m, particularly through its growth market, AIM

- Consistently more micro-cap IPOs in UK than US

- Stronger support for small cap IPOs due to dedicated small cap investor and broker ecosystem

- Access to blue chip patient institutional investors, lower volatility and strong support post IPO

Enhanced Deal Structure And

Vastly Reduced Burden and

Cost

- UK IPO process provides more certainty in pricing and valuation

- UK investors superior appetite to absorb secondary selldown at IPO than US counterparts

- London hugely more cost effective for IPO underwriting and transaction costs and ongoing burden

- Quarterly reporting not mandated in UK further reducing cost and time burden

- Directors and officers insurance typically 3x more expensive in US due to legal environment

Executive Summary Why London?

Page 3: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

3

London Stock Exchange Group A growing presence in North America

2009 2010 2011 2012 2013 2014 2015 2016 2017

LSE LN Equity (R1)

UKX Index (L1)

Chicago Seattle

New York Boston

Toronto

San Francisco Washington DC

Mexico City

Source: Bloomberg as of 6th January 2017, internal analysis

[3] Implied consideration for the Russell Index business is approximately $1.9bn, post closing of the Russell Investments sale to TA Associates.

-19% +23%

Acquire majority

stake in Turquoise

LSEG’s fixed income

trading platform

acquires bonds.com

Market Cap

$1.7bn

100

Acquire MillenniumIT

Deal Consideration = £18.2m

Acquire full

ownership of global Index

provider FTSE

£450m

Acquire majority stake

in LCH.Clearnet Group

€341m

Acquired Seattle-based

Frank Russell Company,

vendors of the

RUSSELL 2000 Index

$2.7bn3

Acquire Exactpro

Announcement of

proposed MoE between

LSEG & Deutsche Boerse

Market Cap

$12.1bn

35% EUR

41% GBP

20% USD

LSEG

income

2016 H1

$1030m

4% Other

FTSE Russell

brand created

Page 4: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

4

Financials 33%

Technology 14%

Consumer Services

13%

Health Care 13%

Consumer Goods 9%

Industrials 9%

Utilities 3%

Basic Materials 3%

Oil & Gas 3%

Source: Dealogic, London Stock Exchange, January 2017

Number of FO or IPOs by listing venue

Top 5 Exchanges by money raised, 2014-2016

LSEG Ranks Second Globally By money raised 2014-2016

2016 IPO deals in London, Industry Overview

64 IPOs

9% Consumer Goods

3% Basic materials

13% Consumer Services

33% Financials

13% Health Care

9% Industrials

3% Oil & Gas

14% Technology

3% Utilities

0

100

200

300

400

500

600

NYSE LSEG NASDAQ HKSE Shanghai

Mo

ney R

ais

ed

($b

n) IPO FO

Page 5: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

5

After-Market Price Performance London Stock Exchange provides superior support for IPOs

-5%

0%

5%

10%

15%

20%

25%

30%

Source: Dealogic, January 2017

Price performance is weighted by market cap at offer.

2015/16 IPO Performance (%) 2016 IPO Performance – London only

Strong

recovery post

Referendum

-25.0

-20.0

-15.0

-10.0

-5.0

0.0

5.0

10.0

15.0

20.0

25.0

2015 2016

London NASDAQ NYSE

Page 6: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

6

-100%

-50%

0%

50%

100%

150%

200%

Blu

e P

rism

Gro

up

plc

Go

lde

n R

ock G

lob

al p

lc

Fra

nchis

e B

ran

ds p

lc

Ma

xC

yte

Inc

Ho

tel C

ho

co

lat

Gro

up

plc

Ce

rilli

on

Tech

no

log

ies L

td

Yu

Gro

up

plc

Filt

a G

roup

Ho

ldin

gs p

lc

An

gu

s E

ne

rgy P

lc

Harw

ood

Wea

lth M

an

ag

em

en

t G

roup

plc

Dir

ecta

Plu

s p

lc

CY

BG

Plc

Luce

co

Ltd

Me

tro

Ban

k p

lc

Wa

rpa

int

Lon

don

plc

Com

pto

ir G

rou

p p

lc

Jou

les G

roup

plc

Asce

ntia

l p

lc

Au

tin

s G

rou

p

EC

SC

Gro

up

plc

Va

n E

lle H

old

ing

s p

lc

Big

So

fa T

ech

no

log

ies G

rou

p p

lc

Accro

l G

rou

p H

old

ing

s p

lc

Me

reo

Bio

pha

rma

Gro

up L

imite

d

Loo

pU

p G

roup

plc

Pa

cific

Ind

ustr

ial &

Lo

gis

tics R

EIT

plc

daV

ictu

s p

lc

Gre

en &

Sm

art

Hold

ings p

lc

Wa

tkin

Jon

es p

lc

Dra

per

Espri

t plc

Sh

ield

Th

era

pe

utics P

LC

Va

le I

nte

rnatio

na

l G

roup

Ltd

Mid

wic

h G

roup

plc

Co

untr

ysid

e P

rope

rtie

s p

lc

MIL

A R

ES

OU

RC

ES

PL

C

Cre

o M

edic

al G

roup

plc

Had

ria

n's

Wa

ll S

ecu

red I

nve

stm

en

ts…

Fre

eA

ge

nt

Ho

ldin

gs p

lc

Mo

rses C

lub

PL

C

Con

va

Tec G

roup

plc

Holly

wood

Bo

wl G

rou

p p

lc

Civ

ita

s S

ocia

l H

ou

sin

g P

LC

RM

Secure

d D

ire

ct L

end

ing p

lc

Cir

cle

Pro

pe

rty p

lc

On

cim

mu

ne H

old

ings p

lc

Pu

ma

VC

T 1

2

Biffa

plc

Pre

mie

r A

sse

t M

an

ag

em

en

t

Fo

rte

rra

plc

Oxfo

rd B

ioD

yn

am

ics P

lc

Tim

e O

ut G

rou

p p

lc

Osiriu

m T

ech

nolo

gie

s p

lc

SE

C S

.p.A

.

Mo

torp

oin

t G

rou

p p

lc

Cog

en

pow

er

plc

To

op

le p

lc

CM

C M

ark

ets

Plc

Blu

eb

ird

Me

rcha

nt V

en

ture

s L

td

AIM Main Market

London IPO Performance (2016 IPOs)

2016

Weighted performance* +18.7%

Deals above offer price 45

Deals under offer price 12

Deal at offer price 1

Aftermarket Performance in 2016 Tech and US Healthcare Co Maxcyte Among Best Performers

Source: Dealogic, Bloomberg, price performance as of 30th December 2016

*Weighted by market cap at offer

470%

Page 7: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

7

Source:,FactSet, January 2017

Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17

80

90

100

110

120

130

140

150

160

170

180

FTSE All-Share FTSE All-Share / Technology - IND S&P 500 / Information Technology -SEC S&P North American Technology Sector

- Since early 2015, the UK has seen significant outperformance of tech issuers and indices when compared to the US exchanges.

- Despite a challenging start to 2016, LSE tech continues to outperform the US and in particular the NASDAQ

FTSE All-Share Tech Outperforming S&P InfoTech

A Booming Tech Sector London-listed tech outperforms the benchmark

Page 8: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

8

Global Equity Indices Performance

Source: Bloomberg, January 2017

Index Constituents’

Overseas Revenue

FTSE 100

c.75%

S&P 500

c.33%

- The resilience of the FTSE 100 during the

volatility surrounding the EU referendum is

testament to its international nature and the

sector diversity of our issuer community.

- The institutional nature of London investors

and their long term outlook results in lower

volatility in the secondary market.

UK Markets Have Recovered Strongly Outperforming markets both in Europe and globally

17%

7%

15%

1%

8%

12% 11%

3%

20% 21%

26%

18%

23%

25%

14%

9%

0%

5%

10%

15%

20%

25%

30%

35%

40%

FTSE 100 FTSE 250 FTSE AllAIM

STOXXEurope 600

CAC 40 DAX S&P 500 Hang Seng

% p

rice p

erf

orm

ance (

local curr

ency)

2016

Since Referendum 27th June

Page 9: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

9

The International Market of Choice

Source: Bloomberg, FactSet, January 2017

* International classification based on FactSet Nation

- More international companies choose London for listing than any other exchange. 30% of all major exchange listed international companies are listed

on LSE.

- Tried and tested market expertise, developed financing infrastructure and internationally-minded investor community.

- Our issuers operate in over 115 countries around the world.

By #

of

Co

mp

an

ies

Cross Border Listings on International Exchanges London Has More International Companies Than Any Other Exchange

28% NYSE

30% LSE

23% NASDAQ

10% SGX

6% TSX

3% HKSE

1,621 Companies

485 459 375 162 88 52

1444 1620

2247

617 848

1949

0

500

1,000

1,500

2,000

2,500

3,000

LONDON NYSE NASDAQ SINGAPORE TORONTO HONG KONG

International Domestic

Page 10: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

10

GA, Application Software

IPO date: July 2014

Market cap at IPO: $35.5m (£20.6m)

Price performance since IPO: -61%

Money raised at IPO: $15.1m

(£8.8m)

Proportion of company sold, of

which secondary: 42.7%, 0%

Rev / CAGR / EBITDA at IPO:

$8m/24%/$1m

Internationalisation / Expansion

MD, Biopharma

IPO date: March 2016

Market cap at IPO: $43.3m

(£30.4m)

Price performance since IPO: 125%

Money raised at IPO: $14.2m

(£10.0m)

Proportion of company sold, of

which secondary: 32.86%, 0%

Rev / CAGR / EBITDA at IPO:

$9.3m/17%/$1m

Investment in Immunotherapy

platform

TX, Healthcare Services

IPO date: December 2014

Market cap at IPO: $117.5m

(£75.0m)

Price performance since IPO: 67%

Money raised at IPO: $15.0m

(£9.6m)

Proportion of company sold, of

which secondary: 12.79%, 0%

Rev / EBITDA at IPO: $52m/$7m

Turnaround and Acquisition Story

CA, Biopharma

IPO date: May 2015

Market cap at IPO: $461.8m

(£302.3m)

Price performance since IPO: -21%

Money raised at IPO: $100.5m

(£65.8m)

Proportion of company sold, of

which secondary: 21.75%, 0%

Pre-revenue: computational biology

platform – preclinical and discovery

NY, Biopharma

IPO date: April 2015

Market cap at IPO: $19m (£12m)

Price performance since IPO: 95%

Money raised at IPO: $4.2m (£2.8m)

Proportion of company sold, of which

secondary: 22.08%, 0%

Pre-Revenue – antibiotic entering

phase III clinical trials

MA, Life Sciences

IPO date: June 2015

Market cap at IPO: $574.8m

(£363.6m)

Price performance since IPO: -23%

Money raised at IPO: $195.0m

(£124.4m)

Proportion of company sold, of

which secondary: 32.75%, 0%

Pre-Revenue – Majority stakes in

numerous clinical and preclinical

companies. Adjusted value $222m

MA, Material Sciences

IPO date: May 2014

Market cap at IPO: $675.0m

(£398.0m)

Price performance since IPO:

146%

Money raised at IPO: $220.1m

(£129.8m)

Proportion of company sold, of

which secondary: 30.70%, 28.27%

Pre-Revenue – stakes in numerous

IP rich university founded

companies. Adjusted value $367m

Main Market AIM

No. of Companies 50 50

Combined Mkt Cap ($bn) 1,985.1 4.6

Money Raised in last 10 years ($mn) 1,407.0 376.1

Selected US Listings in London

Page 11: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

11

Source: London Stock Exchange and FactSet, January 2017

Admission date 8 Dec 2014

Money raised at

admission $15m

Money raised

through FOs $62m

Market cap at IPO $118m

Current market cap $256m

2015 revenue $77m

%Δ YOY revenue +40.5%

2015 EBITDA $24m

%Δ YOY EBITDA 63.3%

Houston based Constellation Healthcare Technologies has been successfully able to access the

market on multiple occasions to raise primary capital to supercharge their growth.

CHT – Constant Access to Capital For organic and inorganic growth

Jan-15 Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-171.2

1.4

1.6

1.8

2

2.2

2.4

CH

T S

hare

Price (

GB

P)

Acquisition

of

Physicians

Practice

Plus Inc for

$20m

Acquisition

of NorthStar

First Health

for $16m

Acquisition

of Phoenix

Health LLC

for $14m

Acquisition

of MDRX

Medical

Billing for

$28m

Acquisition

of VEGA

Medical

Professionals

LLC for

$24m

Announcement

of acquisition by

CC Capital at a

45% premiumFO raising

$17m,

selling 12%

of the

company

FO raising

$45m,

selling 21%

of the

company

Page 12: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

12

Verseon – 2015

A London Listing Boosts Company Profile

Page 13: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

13

Main Market – Premium Main Market – Standard AIM

Regulation EU Regulated EU Regulated MTF/ Exchange Regulated

Advisor Listing sponsor n/a Nominated Advisor (NOMAD) all

times

Free Float 25% 25% * n/a

Revenue Track Record 3 years for 75% of business ** n/a n/a

Corporate Governance

UK combined code

(Independent non-executive Chairman,

half board independent)

Statement on Corporate Governance

Market Practice

(Board Committees, Multiple Non-

Executive Directors)

Reporting Half Yearly Half Yearly Half Yearly

Investors at IPO Institutional/ Retail Institutional/ Retail Institutional Only

Significant Transactions Class Tests - Often shareholder

approval needed n/a

Class Tests - Usually only regulatory

disclosure / press release required

Confidential Filing

Yes, usual to issue intentional to float

when deal research published.

Prospectus available after pricing

Yes, usual to issue intentional to float

when deal research published.

Prospectus available after pricing

Yes, sometimes issue intentional to

float when deal research published.

Prospectus available after pricing

Voting Rights Multiple classes not permitted,

pre-emption rights

Multiple classes permitted,

pre-emption in some cases

Multiple classes permitted,

pre-emption in some cases,

usually dis-applied for placings

Typical

Size

Average IPO Deal Size

(2015/2016) $313m/$234m $29m/$39m

Average Market Cap at IPO

(2015/2016) $591m/$655m $96m/$101m

* If depositary receipts applies to DRs only

** Exemptions apply for “scientific research” companies, usually biotechnology companies

London’s Corporate Listing Alternatives

Page 14: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

14

Source: LSE database, Dealogic, January 2017

2015 Number of IPOs: London AIM 31, London Main Market 62, NASDAQ 128 and New York 55

2016 Number of IPOs: London AIM 38, London Main Market 27, NASDAQ 83 and New York 37

Average Market

Cap Vastly

Different for

AIM and

NASDAQ

Deal Size vs Market Cap at IPO % Company Sold and Secondary Selldowns

Comparison of IPO Characteristics Comparing UK and US market characteristics

37%

66%

37% 34%

38%

55%

33% 36%

8%

29%

4%

10%

25% 24%

3%

15%

0%

10%

20%

30%

40%

50%

60%

70%

London -AIM

London -Main

Market

Nasdaq New York London -AIM

London -Main

Market

Nasdaq New York

2015 2016

Avg % of Company SoldAverage of Shares by Shareholder as %

96 101

580 630

511 505

1733

1883

29 39

321 226

138 133

365 392

00

200

400

600

800

1,000

1,200

1,400

1,600

1,800

2,000

2015 2016 2015 2016 2015 2016 2015 2016

London - AIM London - MainMarket

Nasdaq New York

Dea

l s

ize

an

d m

ark

et

ca

p in

US

Dm

Avg Mktcap at IPO

Avg Deal Size

Page 15: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

15

Source: FactSet and London Stock Exchange calculation, January 2017

Top 15 Investors on AIM Equity AUM (USDm)

Invesco Asset Management Ltd. 2,631

Hargreave Hale Ltd. 2,144

Woodford Investment Management LLP 1,709

Schroder Investment Management Ltd. 1,426

Octopus Investments Ltd. 1,130

BlackRock Investment Management (UK) Ltd. 1,120

Liontrust Investment Partners LLP 1,112

Old Mutual Global Investors (UK) Ltd. 1,052

Baillie Gifford & Co. 984

Standard Life Investments Ltd. 983

Henderson Global Investors Ltd. 974

Miton Asset Management Ltd. 814

Investec Wealth & Investment Ltd. 768

AXA Investment Managers UK Ltd. 716

Barclays Bank Plc (Private Banking) 681

MaxCyte

Harbert Fund Advisors

Legal & General IM

BlackRock IM

PureTech Health

Invesco AM

Baillie Gifford

Lansdowne Partners

Verseon Corp

Woodford IM

JPMorgan AM

Henderson Global

Motif Bio

Invesco AM

Aviva Investors

Acevo GmbH

ClearStar

River & Mercantile AM

Standard Life

Hargreave Hale

Allied Minds

Woodford IM

Invesco AM

GIV Pte Ltd

Access to Blue Chip Investors For London-listed International growth companies

Page 16: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

16

- The London Stock Exchange Main Market is consistently less volatile when compared to US markets. Much of this is driven by its

diversified international investor base and focus on institutional investment.

- AIM displays relatively higher volatility due to its focus on high growth companies.

- Despite this, in recent years IPOs on AIM have been more stable compared to the US exchanges.

Lower Price Volatility

Source: LSE Calculation, January 2017

All IPOs since 2011. Daily price volatility since listing annualized

Price volatility across markets, year by year

0

10

20

30

40

50

60

70

80

2011 2012 2013 2014 2015 2016

AIM London Nasdaq NYSE

Page 17: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

17

Number of IPOs by Companies of Market Capitalization lower than $100m

Source: Dealogic, January 2017

32

43

35

47 45

35 35

24

19 20

19

33

28

19

0

5

10

15

20

25

30

35

40

45

50

2010 2011 2012 2013 2014 2015 2016

Num

ber

of

IPO

s

UK US

A Vibrant Small Cap IPO Ecosystem London is a popular listing venue for small cap companies

Page 18: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

18

Source: Dealogic, LSE calculations, January 2017

Number of Small Cap IPOs 2014-2016: London AIM 144, London Main Market 138, NASDAQ 393, New York 213

Small cap defined as companies with market cap of $30m to $250m at the time of IPO. Period analysed is from 2014 to 2016

Post-IPO Performance defined as current price to IPO Offer price

- In recent years, smaller companies have found LSE’s markets to be a superior location for performance following their IPO.

- AIM has performed particularly well cementing its status as not only the premier junior market, but the ideal market for a small cap

IPO.

Strong Support for Small Caps

Small Cap Post-IPO Performance (2014-2016)

35.9%

11.5%

5.2%

2.4%

28.5%

4.8%

0%

5%

10%

15%

20%

25%

30%

35%

40%

London - AIM London - Main Market Nasdaq New York United Kingdom United States

Page 19: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

19 19

Pricing Certainty More pricing and valuation certainty in London

London

Source: FactSet & Dealogic, January 2017

Deals considered are 2016 IPOs that disclosed a price range in their official published documents

- Incorporation in the UK of investor meetings prior to IPO and deal research allows for more granular feedback on valuation and price range setting

- Issuers in the UK are not obliged to disclose a price range or issue an intention to float announcement giving them more flexibility and in turn greater valuation certainty – filing with the UK regulator is also confidential

IPO Price Relative To Price Range 2016

13% Above

28% Below

59% In range

4% Below

96% In range

US

Page 20: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

20

Secondary Selldown UK investors are comfortable with shareholder exit at IPO

Source: FactSet & Dealogic, January 2017

Horizontal axis values relate to IPO deal size ranges

Market practice in on the LSE is more welcoming to secondary selldowns. Public market investors take a pragmatic view that

private investors may need to seek liquidity in situations such as the maturation of an investment fund.

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

50%

£0m-250m £250m-500m £500m-1bn £0m-250m £250m-500m £500m-1bn

2014 & 2015 2016

Average % of IPO Size consisting of Secondary Selldown

London Nasdaq New York

n.a n.a

Page 21: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

21

IPO Fees UK typically has lower underwriting costs

Comparison of Underwriting Costs (%)*

Source: Dealogic, January 2017

Based on gross underwriting fees (%) for 2016 IPOs and deal sizes between $50-500m

No SarbOx

No Quarterly

Lower

Insurance

3%

2%

7%

6%

0%

1%

2%

3%

4%

5%

6%

7%

London AIM London Main Market Nasdaq New York

Page 22: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

22

- D&O insurance costs are typically 3x more expensive for a company listed in the US (1)

- US is a significantly more litigious environment than the UK and non US companies are potentially exposed to greater uncertainty and a non-domestic

bias

- Managing this risk is costly and can be an unnecessary distraction for management and difficult to manage from a distance. This is another factor in

many non US companies choosing to relocate their HQ and/or move significant operating assets to the US

£0

£5,000

£10,000

£15,000

£20,000

£25,000

£30,000

£35,000

Pri

ce p

er

Millio

n (

GB

P)

Market Cap (GBP bn)

D&O costs for 35 Largest FTSE 100 companies

Largest Smallest

Average: GBP 14,476

Average: GBP 4,752

1) Analysis performed on primary D&O Price per Million (GBP) of FINPRO UK's Non-FI FTSE 100 Companies listed from left to right in descending market cap order

Lower Legal Risk Environment Lower personal & litigation risk for London-listed companies

Page 23: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

23

Location London, UK Bradford, UK Edinburgh, UK London, UK / San

Francisco, US Theale, UK

Newton-le-

Willows, UK London, UK

Sector Digital and Video

Software

Cybersecurity

Software

Accounting

Software

Teleconferencing

Software

Cybersecurity

Software

Back Office Task

Automation

Software

Billing / CRM

Software

IPO date December 2016 December 2016 November 2016 August 2016 April 2016 March 2016 March 2016

Market Cap at IPO $19.7m $19.0m $42.7m $53.4m $22.9m $69.6m $32.2m

Price performance

since IPO +24% +31% 0% +24% +3% +272% +58%

Money raised at

IPO $7.6m

(£6.1m)

$7.6m

(£5.9m)

$10.0m

(£8.0m)

$11.0m

(£8.6m)

$12.4m

(£8.8m)

$30.2m

(£21.0m)

$14.3m

(£10.0m)

% of company

sold, % secondary 38.7%, 0% 39.3%, 15.3% 23.4%, 25.1% 32.0%, 0% 54.4%, 31.9% 43.4%, 52.5% 44.5%, 0%

Rev/CAGR/EBITDA $0.6m/187%/-

$1.3m $2.7m/11%/$0.8m $7.1m/34%/-$0.3m

$12.0m/37%/$1.3

m

US 45% of

Revenue

$0.4m/55%/-

$0.5m

$7.9m/43%/-

$1.0m $18.2m/3%/$3.8m

Selected Recent Tech Listings in London

Source: Dealogic, January 2017

IPO price refers to IPO open price

Page 24: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

24

Location South Wales, UK Oxford, UK Reading, UK London, UK Nottingham, UK Gaithersburg,

USA Gateshead, UK

Sector Healthcare Biotechnology Healthcare Biotechnology Biotechnology Biotechnology Pharmaceuticals

IPO date December 2016 December 2016 October 2016 June 2016 May 2016 March 2016 February 2016

Market Cap at IPO $103.2m $169.8m $5,364.8m $208.9m $95.7m $43.3m $234.9m

Price performance

since IPO +42% -7% +8% +13% -3% +117% +12%

Money raised at

IPO $25.4m (£20m) $25m (£20m)

$1,939m

(£1,587m) $16.6m (£11.3m) $15.8m (£10.9m) $14.2m (£10.0m) $47.0m (£32.4m)

% of company

sold, % secondary 24.6%, 0.0% 14.7%, 64.5% 36.1%, 1.3% 7.98%, 0.0% 16.58%, 0.0% 32.86%, 0.0% 20.04%, 0.0%

Clinical Stage /

Product

Money raised will

be used to develop

surgical devices

that can dissect

tissue while using

special microwaves

to staunch the

blood flow.

Focused on

epigenetics and its

technology

analyses

biomarkers in the

blood to help

pharma companies

work out which

patients are likely

to benefit most

from a particular

drug.

Development of

medical products

such as dressings

to contain oozing

wounds, endotrach

eal tubes,

colostomy

bags, catheters,

surgical suction

devices and faecal

incontinence

equipment.

Initial portfolio of

three Phase 2

product

candidates from

Novartis, each

with different

mechanism of

action, Phase 2

initiated for 2 prior

to IPO

Cancer

diagnostics:

development of

autoantibody tests.

Proceeds for

commercialisation

Medical device –

electroporation

technology for cell

engineering.

Revenue

generating.

Separate immuno-

oncology platform

being developed

Commercialisation

of approved oral

anaemia

treatment.

Completed phase

II on chronic

kidney disease

treatment

Source: Dealogic, January 2017

IPO price refers to IPO open price

Recent Life Science Listings in London

Page 25: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

AIM – The Leading

International Growth

Market

Page 26: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

26

-

2

4

6

8

10

12

14

16

18

Mo

ney R

ais

ed

(£b

n)

Further

New

Source: LSE statistics, 31st December 2016

*25 companies either suspended or undetermined value

A Snapshot of AIM £100 billion raised since launch

982 companies*,

aggregate value of

£80bn (173 Int’l

companies)

*ICB industry classification

Since 1995 over £100bn

raised in total (£59bn

through further issues)

Profile of AIM Companies Admissions to AIM – 1995 to 2016

Industries* Represented – by Number of Companies Fundraisings on AIM – 1995 to 2016

71

106 104

199

147 138

113

52

20 7

£0 - 2 m £2 - 5m £5 - 10m £10 - 25m £25 - 50m £50 - 100m £100 -250m

£250 -500m

£500 - 1bn £1bn+

121 142

107 75

102

277

177 160 162

355

520

462

284

114

36

102 90 73

99 118

61 64

0

100

200

300

400

500

600

No

. o

f A

dm

issio

ns

Int'l UK

Oil & Gas, 100

Basic Materials, 149

Industrials, 159

Consumer Goods, 61

Health Care, 90

Consumer Services, 104

Telecommunications, 13

Utilities, 13

Financials, 173

Technology, 120

Page 27: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

27

The Changing Face of the World’s Most

Successful Growth Market

AVERAGE PERFORMANCE OF NEW

UK AIM COMPANIES THIS YEAR:

AVERAGE MARKET CAP OF AIM

COMPANIES

£88m

2014–2016 2005 (peak AIM, in some respects)

AVERAGE PERFORMANCE OF NEW AIM

COMPANIES 2014-2016:

AVERAGE AIM COMPANY MONEY

RAISED AT IPO

£30.3m

2014–2016 2005 (peak AIM, in some respects)

AIM REMAINS A VERY INTERNATIONAL MARKET

48 international

companies floated in the last three years

+2.8%

+31%

+52%

of total

£17m £5m

AVERAGE PERFORMANCE OF NEW AIM

COMPANIES IN THE LAST THREE YEARS

FTSE 100 OVER THE SAME PERIOD

+16%

GROWTH SECTORS REPRESENTED BY AIM

IPOS 2014-2016

42%

Page 28: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

28

Source: Bloomberg and Dealogic, January 2017

Further Issues on London Stock Exchange IPOs on London Stock Exchange

Number of FOs Money raised via FOs ($m)

Main Market AIM Main Market AIM

2015 179 270 47,461 7,633

2016 163 318 27,688 5,243

% change -9% +18% -42% -31%

Number of IPOs Money raised at IPO ($m)

Main Market AIM Main Market AIM

2015 62 31 19,376 908

2016 26 38 6,095 1,496

% change -58% +23% -68% +65%

0

5

10

15

20

25

30

35

40

45

50

0

2

4

6

8

10

12

14

16

18

1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4

2010 2011 2012 2013 2014 2015 2016

VF

TS

E In

dex

Deal

Valu

e (

US

D b

n)

0

5

10

15

20

25

30

35

40

45

50

0

2

4

6

8

10

12

14

16

18

1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4

2010 2011 2012 2013 2014 2015 2016

VF

TS

E In

dex

Deal

Valu

e (

US

D b

n)

AIM Bucks Challenging IPO Trend Positive year for IPOs on the Growth Market

Page 29: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

29

Source: FactSet, January 2017

Jan-16 Feb-16 Mar-16 Apr-16 May-16 May-16 Jun-16 Jul-16 Aug-16 Sep-16 Oct-16 Nov-16 Dec-1685

90

95

100

105

110

115

120FTSE 100 FTSE All-Share FTSE AIM 100 FTSE AIM All Share

Index Performance FTSE AIM 100 outperforms other UK benchmark indexes

Page 30: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

30

Source: Dealogic and London Stock Exchange data, October 2016

Companies considered are those that had a primary raise at IPO since 2013.

Median multiple of 20 days trading: The block size compared to the average daily trading in the 20 days preceding the issue

The Liquidity Fallacy: AIM IPOs Able to Return to

Market For Primary And Secondary Follow Ons

51%

22%

0%

10%

20%

30%

40%

50%

60%

% of IPO Companies that have donefollow ons

% of IPO Companies that have donemore than one follow on

-8.26%

123x

-20

0

20

40

60

80

100

120

140

Median Discount Median Multiple

Med

ian

Dis

co

un

t (%

), M

ed

ian

Mu

ltip

le (

x,

mu

ltip

le o

f p

rev

iou

s 2

0 d

ays t

rad

ing

)

Page 31: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

31

Source: Dealogic, January 2017, Companies represents smaller subset of AIM universe. IPO since 2013 with primary component and then raised or sold down further

capital. Excludes deals below $5m in size

AIM Follow Ons For Recent Growth IPOs

Date Issuer Deal Size $m ADTVx Premium/

Discount

(Stock)

% of Company

Sold Market

Value ($m) Primary

%

11/12/2013 Outsourcery plc 7 60x -6.7 10.9 68 100

27/02/2014 Plus500 Ltd 167 29x -11.4 17.4 1080 0

09/04/2014 Quixant plc 42 172x -12.5 27.6 172 0

14/04/2014 Versarien plc 9 287x -7.1 20.1 49 100

16/04/2014 Frontier Developments plc 7 106x -3.5 5.2 134 0

09/05/2014 Keywords Studios plc 10 53x -6.5 8.8 124 100

23/05/2014 CityFibre Infrastructure Holdings plc 51 235x -9.1 40.5 137 100

08/07/2014 Rightster Group plc 72 1,779x -0.9 39.1 186 100

11/07/2014 4D Pharma plc 37 460x -20.0 27.8 166 100

22/09/2014 Mporium Group plc 6 146x -75.3 81.5 28 100

24/11/2014 Benchmark Holdings plc 110 405x -4.5 37.6 306 100

28/11/2014 Venture Life Group plc 7 625x -0.5 13.1 51 100

21/01/2015 4D Pharma plc 53 n/a -10.9 14.0 422 100

12/03/2015 Eagle Eye Solutions Group plc 9 247x -6.3 13.6 71 67

01/05/2015 Horizon Discovery Group plc 62 123x -4.3 22.6 285 62

07/05/2015 Rightster Group plc 8 n/a 0.0 12.5 61 100

13/05/2015 Constellation Healthcare Technologies Inc 17 320x -25.3 12.3 186 100

Page 32: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

32

Source: Dealogic, January 2017, Companies represents smaller subset of AIM universe. IPO since 2013 with primary component and then raised or sold down further

capital. Excludes deals below $5m in size

AIM Follow Ons For Recent Growth IPOs

Date Issuer Deal Size $m ADTVx Premium/

Discount

(Stock)

% of Company

Sold Market

Value ($m) Primary

%

23/06/2015 Motif Bio plc 35 219x -22.2 40.7 110 100

20/07/2015 Ergomed plc 10 162x -6.9 13.8 82 0

27/07/2015 Zegona Communications plc 389 2,296x 10.3 87.0 406 100

17/08/2015 Kromek Group plc 17 353x n/a 28.9 83 100

01/10/2015 NetScientific plc 27 1,210x -19.5 29.5 115 100

12/11/2015 Xeros Technology Group plc 60 452x -1.1 21.4 286 100

24/11/2015 Abzena plc 32 383x -7.7 26.4 131 100

26/11/2015 Keywords Studios plc 16 35x -6.4 10.2 165 100

08/12/2015 4D Pharma plc 45 137x -0.6 5.9 773 100

08/12/2015 CentralNic Group plc 15 n/a -30.4 27.2 80 100

11/12/2015 Constellation Healthcare Technologies 45 n/a -10.6 21.3 238 100

14/12/2015 Benchmark Holdings plc 283 784x -7.5 45.6 671 100

14/12/2015 CityFibre Infrastructure Holdings plc 122 426x -24.8 60.2 269 100

18/12/2015 Rightster Group plc 15 2,636x -47.4 35.1 81 100

08/01/2016 Applied Graphene Materials plc 12 831x -10.3 22.2 62 100

24/03/2016 RedX Pharma Ltd 14 218x -19.5 30.5 59 100

04/04/2016 Quixant plc 12 55x -8.3 6.5 203 0

Page 33: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

33

Source: Dealogic, January 2017, Companies represents smaller subset of AIM universe. IPO since 2013 with primary component and then raised or sold down further

capital. Excludes deals below $5m in size

AIM Follow Ons For Recent Growth IPOs

Date Issuer Deal Size $m ADTVx Premium/

Discount

(Stock)

% of Company

Sold Market

Value ($m) Primary

%

22/04/2016 Be Heard Group plc 12 108x -21.2 42.9 34 100

04/05/2016 Ergomed plc 13 847x -2.8 18.6 74 100

12/05/2016 Keywords Studios plc 19 18x -5.3 10.2 197 0

29/07/2016 Stride Gaming plc 36 313x -21.5 19.0 239 100

05/08/2016 Benchmark Holdings plc 41 510x 11.1 9.1 404 100

20/09/2016 Faron Pharmaceuticals Oy 10 313x 0.0 12.2 86 100

29/09/2016 Plus500 Ltd 131 4x -13.3 13.5 1121 0

20/10/2016 Quantum Pharma plc 18 19x 0.7 26.1 70 100

28/10/2016 Midatech Pharma plc 20 1,054x -16.7 31.1 78 100

31/10/2016 Volution Group plc 82 72x -10.2 22.4 407 0

07/11/2016 Hurricane Energy plc 93 39x -12.3 18.2 583 100

09/11/2016 Pacific Industrial & Logistics REIT plc 14 1314x -6.5 51.9 29 100

16/11/2016 Koovs plc 16 45x -20.6 15.0 135 84

18/11/2016 Motif Bio plc 8 14x -6.7 17.3 49 100

06/12/2016 AB Dynamics plc 9 48x -7.3 7.6 123 79

09/12/2016 Trinity Exploration & Production plc 12 n.a 0.0 66.4 18 100

12/12/2016 Marlowe plc 13 212x 0.0 11.2 113 100

Page 34: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

34 34

Benefits of Joining AIM Access to a deep pool of capital and increased visibility

- Diverse & deep pool of

capital

- Strong support from

institutions

- Funding for acquisitions &

expansion to new markets

Access to capital

- Nominated advisers

- Accountants

- Lawyers

- Banks/Brokers

- Analysts

- Financial PR / IR

- Media

Wide support network

- Visibility

- Bargaining power with

customers & supplier

- Access to incremental

research coverage

- Marketability of stock

- Global peer group

Profile

- Disclosure requirements

tailored to growing

companies

- Based on EU FSAP

Directives & UK Prescribed

Market Regime

- Local & International

investor confidence in

regulatory framework

Balanced regulatory approach

Page 35: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

Key eligibility requirements

Eligibility criteria

- Appointment of nominated adviser

- No minimum track record requirement or free float criteria, but company must demonstrate appropriateness to join a

public market

Admission documents

- Pre-admission announcement at least 10 business days prior to admission

- AIM admission document

- Nomad declaration of appropriateness

Rulebooks - AIM Rules for Companies and Nominated Advisers

Corporate governance - Adoption of corporate governance measures as appropriate for the business

- UK Corporate Governance Code / QCA Corporate Governance Code as best practice

Continuing obligations

Adviser - To retain a nominated adviser at all times, failure to do so may result in suspension in the company’s shares

Periodic reporting - Audited Annual Report

- Half yearly financial report

Disclosure requirements

- Price sensitive information to be made public without delay

- Significant shareholder notification

- Directors’ dealings notification

- Company website with up-to-date regulatory information, including disclosure of corporate governance arrangements

Corporate transactions

- Class tests to assess transactions

- Notification of substantial transactions, related party transactions

- Shareholder approval for reverse takeovers, fundamental disposals & cancellation

35

The AIM Framework Admission and ongoing responsibilities

Page 36: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

36

AIM NYSE MKT TSX Venture NASDAQ CAPITAL

Regulation

EU Directives/Regulation as

applicable/Home

legislation/Exchange Rules

US Securities Law as

applicable, Home legislation,

NYSE MKT Rules

Provincial Securities Law as

applicable, Home Legislation,

TSX –V Rules

US Securities Law as

applicable, Home legislation,

NASDAQ Rules

Eligibility criteria Flexible - Nomad consideration

of appropriateness

Varied - minimum financial

standards and free float

standards

Sector specific criteria

Varied - minimum financial

standards and free float

standards

Minimum free float

Nomad Assessment of

appropriateness. Exchange

may refuse admission.

One of three Options. Minimum

numbers of shares/public

holders/stock price/market

value requirements.

Yes – based on number of

shares/public holders and

percentages, by sector No

minimum market value

requirements

Minimum $4 million stockholder

equity, with minimum

shareholder requirements.

Revenue criteria No minimum requirements No minimum. If nil, other

eligibility criteria apply Sector- specific numerical tests

No minimum. If nil, other

eligibility criteria apply

Adviser required Nomad must be retained at all

times.

Not required however usual for

transactions

Sponsorship may be required

on admission and for certain

transactions.

Not required however usual for

transactions

Corporate governance

Expected market practice &

guidance from Nomad.

Disclosure of whether code

followed.

NYSE minimum requirements

Canadian/Provincial

requirements apply to TSX-V

listed issuers

Nasdaq Minimum requirements.

On-going financial reporting Half-yearly report (unaudited)

and audited annual reports

SEC requirements

differentiated for

domestic/international issuers.

US issuers report quarterly

Quarterly financial statements

(unaudited) and annual

financial statements (with

auditor’s report)

SEC requirements

differentiated for

domestic/international issuers.

US issuers report quarterly

Significant transactions Disclosure required

Shareholder approval may be

required if management

participate/shares are issued

Shareholder approval may be

required if transaction is on a

non-arm’s length basis. Filings

and Exchange approval.

Shareholder approval may be

required if management

participate/shares are issued

Cancellation 75% shareholder approval

Board approval – process

governed by SEC. Certain

disclosure obligations may

continue.

Board/Exchange approval

Board approval – process

governed by SEC. Certain

disclosure obligations may

continue.

Comparison of Listing Requirements Across selected growth markets

Page 37: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

Informal discussions

& fact finding

Appoint a nominated

adviser

Review of corporate structure,

governance & Board

Due diligence & drafting of admission document

Investor discussions

& placing agreements

Placing finalised & completion

meeting

IPO

THE START OF THE

JOURNEY

AIM pre-admission

announcement

(10 days prior to

admission)

Costs of IPO

Advisory & due diligence These include nomad, reporting accountants, lawyers and other due diligence costs. These are mainly dependent on

complexity of the business & sector, but can be significantly higher for the Main Market due to legal costs of producing a

Prospectus approved by the UKLA

Exchange fees Incremental based on company’s market value

Broker commission Actual % depends on the quantum & can be affected by sector and complexity of deal

Ongoing compliance – can vary with corporate activity

Nomad/Corporate

adviser

Similar for AIM & Main Market companies – as Main Market companies usually retain a corporate adviser

Auditors • Similar for comparable companies on AIM & the Main Market

• Can vary dependent on complexity of the business

Internal Costs Include corporate governance costs including non-executive directors as well as increased public relations & investor relations

efforts

Other Include exchange fees, registrars, website, AGMs etc

Fees may vary significantly depending on the size, complexity and sector of a company. 37

Understanding the Admission Process Timeline and costs

Page 38: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

Who are nomads?

- An investment bank, a corporate finance or accountancy firm approved to act in the capacity of a nomad by London Stock

Exchange

- It is important a company choses a nomad firm with relevant sector experience and understands the business. It is likely

that the company will have a long and close relationship with their nomad

- A company can change its nomad firm as circumstances arise but must retain a nomad throughout its time on market

What does the

nomad do? - Undertakes due diligence to determine whether the company and directors are suitable for AIM

- Prepares the company for life on a public market and provides support in appointing team of advisers

- Co-ordinates the preparation of the admission document which details the company’s investment proposition

- Confirms to London Stock Exchange that the company is appropriate for AIM

- Acts as the primary regulator throughout a company’s time on AIM by ensuring the company continues to understand its

obligations under the AIM Rules

- Gives corporate finance advice in relation to transactions whilst on AIM

Why is the nomad

role important? - To support and guide companies to achieve their growth potential

- To help companies provide an assessment of their business and prospects for investors

- A regulatory role to ensure a company meets its on-going obligations

- To safeguard the integrity of the market. Strict criteria in place for becoming an approved nomad ensures companies

have access to the high-quality advice they deserve

AIM companies are supported by a large and highly experienced community of advisers - nomads, brokers, accountants, lawyers, public relations

and investor relations firms. The role of the nomad is the most critical as the AIM rules require every company to retain a nomad at all times.

38

Nominated Advisors Their role within the AIM community

Page 39: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

- 73% of AIM investors agree that good corporate governance is increasingly important

- FTSE AIM 100 companies that had a majority of Non-Executive Directors on their board saw their share price increase by an average

of 22% per annum between 2010 and 2013

- Larger AIM companies are increasingly adopting the UK Corporate Governance Code, whilst an increasing number of small AIM

companies are following the QCA Corporate Governance Code

Sources: Data taken from Baker Tilly “Taking AIM Report 2012 and 2013”, Practical Law Company “Corporate Governance Analysis”, Edward

Drummond & Co research, “QCA & UHY Hacker Young Corporate Governance Report 2013”

Requirements - Adoption of corporate governance measures as appropriate for the business

- Disclosure on a company’s website of the corporate governance code applied, details of how it is applied and if no code

is adopted to state this with current corporate governance arrangements

- UK Corporate Governance Code / QCA Corporate Governance Code as best practice

Areas of good

disclosure - Description and work of each board committee and its role

- Information about the identity and suitability of executive and non-executive directors and their committee membership

- Responsibilities and accountability of each committee

Areas requiring further

focus - Evaluation of how procedures have evolved from previous years and the action taken

- Lack of clear articulation of how the company’s corporate governance structures and behaviour support the long-term

strategy and success of the company

- Reasons explaining why a non-executive director is considered to be independent

- Investors feared a potential conflict where the company secretary was also a director

39

Corporate Governance Proven to be important for investors and the share price

Page 40: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

Week 1 2 3 4 5 6 7 8 9 10 11 12 13 14

Test marketing

Negotiation of agreements for the

engagement of Nomad & broker, reporting

accountant and registrars

Review corporate structure with key

advisers

Financial due diligence & reports:

long form report; financial information;

working capital

Drafting of AIM admission document

Senior executive employment

arrangements and terms of appointment of

non-executive directors

Negotiation of placing agreement

Legal due diligence report produced and

verified

Pathfinder completion meeting

Marketing

Placing list finalised

Placing proof prepared & Placing proceeds

received by broker

AIM pre-admission announcement

Completion meeting

Admission to AIM and dealings commence

Proceeds of the placing paid to the

company

40

AIM IPO Transaction Timeline

Page 41: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

Appendix I

Selected Tech Case Studies

Page 42: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

42

Company FreeAgent Holdings Plc

Market AIM

Sector Software & Computer Services

Main Country of Operation UK

Admission Date 16 Nov 2016

Money Raised at Admission £10.7 million

Market Cap at IPO £34.1 million

Current Market Cap £42.45 million

NOMAD N+1 Singer Advisory LLP

Case Study FreeAgent

Listing Story FreeAgent is a provider of cloud-

based Software-as-a-Service

(SaaS) accounting software

solutions and mobile applications

designed specifically for UK micro-

businesses (sole traders and

companies with fewer than 10

employees) and their accountants.

Since the business was established in 2007,

the focus has been on building its UK

subscriber base in parallel with developing

new features for its business and accounting

software solutions.

Headquartered and operating from Edinburgh,

Scotland the number of active subscribers

using FreeAgent's SaaS solutions is currently

c. 52,000.

FreeAgent was listed on AIM in November 2016.

At admission, the company raised a total of

£10.7 million and giving it a market capitalisation

of approximately £34.1 million.

N+1 Singer Advisory LLP acted as Nominated

Advisor.

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

“We are very pleased to have today been admitted to trading on AIM - this is a transformational event for FreeAgent. I am

delighted by the interest shown in FreeAgent by investors, resulting in our successful placing, and equally delighted to

welcome on board our new shareholders. Our entry to the AIM market is a positive step that marks the next phase of

FreeAgent’s development as we progress our growth strategy.”

Ed Molyneux, Chief Executive Officer of FreeAgent

Page 43: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

43

Company Big Sofa Technologies Group Plc

Market AIM

Sector Software & Computer Services

Main Country of Operation UK

Admission Date 19 Dec 2016

Money Raised at Admission £6.1 million

Market Cap at IPO £9.5 million

Current Market Cap £13.4 million

NOMAD SPARK Advisory Partners Limited

Case Study Big Sofa Technologies

"The market is growing at a substantial pace and Big Sofa has a growing list of blue chip customers. Our listing on AIM gives

us the means to accelerate our growth ambitions both domestically and internationally in order to create a highly profitable

business of scale. We have a fantastic team in place and are excited to enter our next phase of growth as a listed company.“

Simon Lidington, Chief Executive Officer of Big Sofa

Listing Story The Company will be the holding company for Big Sofa

Limited. Big Sofa Technologies is a b2b technology

company providing video analytics at an enterprise

level.

Its proprietary, cloud-based analytics platform enables

users to ingest, manage, search and perform detailed

analysis on the content of any video, from any device,

across any spoken language. Big Sofa's current office

and head office is based in London.

The main country of

operation is the U.K.

Admission is being sought

following completion of the

reverse takeover of

unlisted HubCo

Investments plc.

Big Sofa Technologies was listed on AIM in

December 2016.

At admission, the company raised a total of £6.1

by placing approximately 56 million ordinary

shares and giving it a market capitalisation of

approximately £9.5 million.

SPARK Advisory Partners Limited acted as

Nominated Advisor.

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 44: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

44

Case Study LoopUp

Company LoopUp Group Plc

Market AIM

Sector Software & Computer Services

Main Country of Operation England and Wales

Admission Date 24 August 2016

Money Raised at Admission £8.5 million

Market Cap at IPO £40.8 million

Current Market Cap £58.3 million

NOMAD Panmure Gordon (UK) Limited

Listing Story LoopUp Group Plc is a global

software-as-a-service ("SaaS")

provider of remote meetings. Founded

in 2003, it ‘s headquartered in

Shoreditch, London and has offices in

San Francisco, New York, Boston,

Hong Kong and Barbados, employing

a total of 96 people.

LoopUp Group Plc was listed on

AIM Market in August 2016. On

admission, the company raised a

total of £8.5 million by Placing of

8.5 million ordinary shares with

investors at a placing price of

100 pence per ordinary share.

Streamlined and intuitive, LoopUp is

designed to eliminate common

frustrations associated with conference

calls to deliver a premium remote

meeting experience for mainstream

business users along with the quality,

security, and reliability expected by

global blue-chip enterprises

Panmure Gordon

(UK) Limited

("Panmure Gordon")

was acting as

Nominated Advisor

and sole Broker to

the Company.

"The completion of the IPO process marks an important and exciting milestone on LoopUp’s journey as a UK-headquartered

and internationally-minded technology company, and provides a significant catalyst for our continued growth. The reception from

investors has been positive and encouraging, and reinforces our belief that our differentiated product, business model and plans

for the future provide the foundation needed to deliver on our potential as a public company.

Our focus will continue to be on delivering an exceptional product and service to our customers around the world, supported

by the funds we’ve raised and emboldened by the faith our new shareholders have placed in us. These are exciting times.”

Steve Flavell, Co-Chief Executive Officer

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 45: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

45

Case Study Blue Prism

Company BLUE PRISM PLC

Market AIM

Sector Software & Computer Services

Main Countries of Operation UK and US

Admission Date 18 March 2016

Money Raised at Admission $29 million

Market Cap at IPO $68 million

Current Market Cap $404.3million

Nomad Investec

“We are delighted to have been admitted to trading on AIM today.

The increased visibility will further improve the confidence our

customers and partners place in us, while the listing will help us

attract, retain and incentivise staff.”

Alastair Bathgate, Chief Executive Officer of Blue Prism

Apr-16 Jun-16 Aug-16 Oct-16 Dec-16

50

100

150

200

250

300

350

400

450

500

Price r

ebased to 1

00

Blue Prism Group Plc vs FTSE AIM All Share

Blue Prism Group Plc FTSE AIM All Share

Top 5 Institutional Investors (value held $m)

Schroder Investment Management 33

Hargreave Hale 20

Threadneedle Asset Management 11

The Independent Investment Trust Plc 11

Old Mutual Global Investors

7

Listing Story Merseyside-based Blue Prism

Group was established in 2001 by

CEO Alastair Bathgate and CTO

David Moss. The Group has

developed software robots that can

automate back-office tasks.

The Group has been entirely

self-funded since 2008, prior to

which it raised approximately

£1.7 million from a number of

venture capital funds and high-

net worth individuals.

The placing of 27

million ordinary

shares at 78 pence

each raised gross

proceeds of £21.2

million.

Approximately £10 million will be

used to underwrite the Group’s

growth plans and provide

balance sheet strength to

contract with the Group’s blue-

chip customers and partners.

The remainder is for the benefit

of selling shareholders.

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 46: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

46

Case Study Purplebricks

Company Purplebricks Group PLC

Market AIM

Sector Real Estate Services

Main Countries of Operation United Kingdom

Admission Date 17 December 2015

Money Raised at Admission $88 million

Market Cap at IPO $362 million

Current Market Cap $466.2 million

Nomad Zeus Capital

Purplebricks is a national UK estate

agency and lettings business driven by

a combination of professional Local

Property Experts (LPEs), technology

and customer facing software designed

to change the whole experience of

selling, buying and letting property.

The Company has grown rapidly since

its regional launch in April 2014, with its

revenue in September 2015 being

around 10 times greater than the

previous year.

Purplebricks has also emerged as the

market leader in the hybrid and online

sector.

Jan-16 Mar-16 May-16 Jul-16 Sep-16 Nov-16

60

80

100

120

140

160

180

200

Price r

ebased to 1

00

Purplebricks Group Plc vs FTSE AIM All Share

Purplebricks Group Plc FTSE AIM All Share

“The IPO will represent a major milestone in the rapid development

of Purplebricks, which is already the fourth largest estate agency in

the UK based on a monthly run rate of the Company's transaction

numbers.”

“The funds raised will allow us to further deepen our presence

across the UK through additional investment in people, technology,

infrastructure and marketing to deliver our ambitious growth plans

and create value for our shareholders.”

Michael Bruce, Chief Executive of Purplebricks

Top 5 Institutional Investors (value held $m)

Woodford Investment Management 136

Old Mutual Global Investors (UK) 32

Artemis Investment Management 21

Fidelity Investment Advisors (UK) 16

TIAA-CREF 8

Listing Story

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 47: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

47

Case Study Cerillion

Company Cerillion Plc

Market AIM

Sector Software & Computer Services

Main Countries of Operation United Kingdom

Admission Date 18 March 2016

Money Raised at Admission $14.4 million

Market Cap at IPO $32.3 million

Current Market Cap $54.7 million

Nomad Shore Capital

“I am delighted that Cerillion is joining AIM today. It marks an

important milestone for the Company and we will use this as a

platform to continue to grow the business, both organically and

inorganically.”

Louis Hall, Chief Executive Officer

Listing Story Cerillion plc is a UK-based vendor of a pre-

integrated suite of business support

systems (BSS) and operational support

systems (OSS) for the telecommunications

industry. The business has a global

customer base, across 40 countries and its

customers include Cable & Wireless, KDDI

and MTN.

Cerillion Plc priced its IPO at

76p per share giving a market

cap at admission of £22.4

million.

The Placing consisted of 13

million new Ordinary Shares and

6.3 million Existing Ordinary

Shares.

After the first

day of trading

the shares

closed up

4.6%.

Apr-16 Jun-16 Aug-16 Oct-16 Dec-16

80

100

120

140

160

180

200

Price r

ebased to 1

00

Cerillion Plc vs FTSE AIM All Share

Cerillion Plc FTSE AIM All Share

Established in 1999

following a management

buyout from Logica plc,

Cerillion develops,

installs and supports

billing, charging and

CRM solutions.

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 48: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

48

Company Fusionex International Plc

Market AIM

Sector Software & Computer Services

Main Country of Operation Malaysia

Admission Date 18 December 2012

Money Raised at Admission $18.6 million

Market Cap at IPO $104.4 million

Current Market Cap $104.5 million

Bookrunner Panmure Gordon (UK) Limited

Case Study Fusionex

“I am delighted with the positive response we have received from

investors with the placing being significantly oversubscribed.

We have a clearly defined growth strategy and believe our

business is well placed to continue to capitalise on a number of

strategic growth initiatives.

I look forward to our new life as an AIM-listed company continuing

to build shareholder value for our new high-quality institutional

shareholder base.”

Mr. Ivan Teh, Chief Executive Officer

Listing Story

Top 5 Institutional Investors (value held $m)

Standard Life Investments Ltd. 8

Credit Suisse AG 4

JPMorgan Asset Management (UK) Ltd. 4

Jarvis Investment Management Ltd. 3

West Yorkshire Pension Fund 3

Jan-13 Jan-14 Jan-15 Jan-16

0

50

100

150

200

250

300

350

400

Price r

ebased to 1

00

Fusionex International Plc vs FTSE AIM All Share

Fusionex International Plc FTSE AIM All Share

Fusionex International

Plc is an information

technology software

company specializing in

Analytics, Big Data and

the Internet of Things

(IoT).

Fusionex joined AIM in

December 2012.

The offer consisted of

7,666,667 shares at 150p

per share.

Fusionex will use the

net proceeds of the

Placing to fund product

development, expand its

sales capabilities and

provide additional

working capital.

Fusionex conducted an

accelerated bookbuild in

October 2015 raising £14

million ($21.4 million).

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 49: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

49

Appendix II

Selected Life Science Case Studies

Page 50: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

50

Case Study Creo Medical Group Plc

Company Creo Medical Group Plc

Market AIM

Sector Health Care Equipment & Services

Main Country of Operation England and Wales

Admission Date 09 Dec 2016

Money Raised at Admission £20.0 million

Market Cap at IPO £61.3 million

Current Market Cap £63.4 million

NOMAD Cenkos Securities plc

Listing Story Creo Medical is a UK based medical device company

focused on surgical endoscopy, a recent development

in minimally invasive surgery.

The Company has developed an electrosurgical

platform that can deliver microwave and bipolar

radiofrequency through a single accessory port

making it possible to conduct endoscopic surgery by

enabling miniature devices to cut, coagulate and

ablate with precision.

The Company has a portfolio of

intellectual property including 76 granted

patents and 184 patents pending and a

broad pipeline of products at various

stages of development. The Company

expects to obtain regulatory approval for

its first device in Europe during 2017 and

in the US in 2018.

Creo Medical was listed on AIM in Dec

2016.

On admission, the company raised a total

of £20 million & Market Capitalization was

£61.3 million.

Cenkos Securities plc acted as sole

Nominated Adviser and Broker to Creo for

the IPO.

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

“We are very excited to have received such strong support from UK

and European investors in raising £20 million. The AIM market in

London has allowed us to attract the type of long-term institutional

investors whose outlook fits nicely with our vision for the growth of

the Company and execution of our business model. London is a

great market and we believe the AIM market is an excellent platform

from which we will continue to build a leading British medical device

company.”

- Craig Gulliford, Chief Executive Officer

Leading Institutional Investors Value Held

($m)

Hargreave Hale Ltd. 15

Legal & General Investment Management Ltd. 3

Page 51: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

51

Case Study Oxford BioDynamics Plc

Company Oxford BioDynamics Plc

Market AIM

Sector Pharmaceuticals & Biotechnology

Main Country of Operation England and Wales

Admission Date 06 Dec 2016

Money Raised at Admission £20.0 million

Market Cap at IPO £136 million

Current Market Cap £133.5 million

NOMAD Stifel Nicolaus Europe Limited

Listing Story Oxford BioDynamics is a revenue-generating,

biotechnology company focused on the discovery and

development of novel epigenetic biomarkers for use

within the pharmaceutical and biotechnology industry.

The Company's proprietary technology platform,

EpiSwitch, aims to accelerate the drug discovery and

development process, improve the success rate of

therapeutic product development and take advantage of

the increasing importance of personalised medicine.

The Company's core business operations

and primary laboratory is located in the

UK, with a second laboratory in Malaysia.

Currently, its primary source of contractual

agreements has been with companies

based in the United States.

Oxford BioDynamics Plc was listed on

AIM in Dec 2016.

On admission, the company raised a total of

£20 million by Placing of approximately 12.5

million Ordinary at158 pence per Share.

The market capitalisation of Oxford

BioDynamics on admission was £133.5

million.

Stifel Nicolaus Europe Limited acted as

Nominated Advisor & Broker.

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

"We are delighted to be joining AIM at such a pivotal time in the

Company's development. The successful IPO is another significant

milestone for Oxford BioDynamics, and we wouldn't have been able

to achieve this without the dedicated hard work of all our

employees. “

- Christian Hoyer Millar, Chief Executive Officer

Leading Institutional Investors Value Held

($m)

Vulpes Investment Management Pte Ltd. 21

Odey Asset Management LLP 16

Dec 16 Dec 16 Dec 16 Jan 17

80

85

90

95

100

105

110

115

120

Oxford BioDynamics PLC vs. FTSE AIM All Share

Indexed Price Performance Price (Indexed to 100)

Oxford BioDynamics PLC FTSE AIM All Share

Page 52: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

52

Company Mereo BioPharma Group PLC

Market AIM

Sector Pharmaceuticals & Biotechnology

Main Country of Operation England & Wales

Admission Date 09 Jun 2016

Money Raised at Admission £14.8 million

Market Cap at IPO £142.2 million

Current Market Cap £172.1 million

NOMAD Cantor Fitzgerald Europe

Case Study Mereo BioPharma

“We are very excited to be joining AIM, allowing the Company to take the next logical step towards realising our vision of becoming

a leading speciality biopharma company. We have raised over £90 million from institutional investors since July 2015 which has

allowed us to acquire three carefully selected clinical stage pipeline assets from Novartis and quickly advance these product

candidates into new clinical studies. We intend to initiate registration studies for our lead product in the second half of this year”

Denise Scots-Knight, Chief Executive Officer

Listing Story Mereo’s focus is the

development of innovative

medicines that have the potential

to significantly transform the lives

of patients suffering from rare

and other specialised conditions

around the world.

Mereo’s initial portfolio of three

Phase 2 product candidates was

acquired from Novartis and the

Company has already commenced

two new Phase 2 clinical studies in

2016 and it also intends to

commence registration studies for

its lead product during H2 2016.

Cantor Fitzgerald Europe

has acted as Nominated

Adviser, Private Placement

Agent and Broker.

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

On admission, the company

raised a total of £14.8 million

comprises a private placement

of Ordinary Shares raising

£11.35m at a price of 225p per

share, and a £3.46m

convertible note from on one of

its existing investors, Novartis.

80

90

100

110

120

130

140

150

160

Jun-16 Jul-16 Aug-16 Sep-16 Oct-16 Nov-16 Dec-16

Mereo BioPharma vs FTSE AIM All Share

Mereo BioPharma FTSE AIM All Share

Page 53: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

53

Company Oncimmune Holdings Plc

Market AIM

Sector Pharmaceuticals & Biotechnology

Main Country of Operation England & Wales

Admission Date 18 May 2016

Money Raised at Admission $15.9 million

Market Cap at IPO $95.7 million

Current Market Cap $82.1 million

NOMAD Zeus Capital Limited

Case Study Oncimmune

“This is an important day for Oncimmune. Our EarlyCDT®-Lung test has the potential to detect lung cancer up to four years earlier

than other methods and our platform can be widely applied to other cancer types. The funds raised will allow us to expand into new

markets, particularly Asia, and continue to develop our platform for other indications

We are excited to be joining the AIM market today and would like to thank our new and existing investors for their support and

confidence in our EarlyCDT® platform technology”

Geoffrey Hamilton-Fairley, Chief Executive Officer

Listing Story Oncimmune is a leading early

cancer detection company. It has

pioneered the development of

autoantibody tests that have the

potential to detect cancer up to four

years earlier than other methods

and can be applied to a very wide

range of solid tumour types.

Oncimmune's first product,

EarlyCDT®-Lung, was launched in

2012, as a CLIA test in the USA.

Since then over 140,000 commercial

tests have been sold. It also intends

to develop an EarlyCDT®-Lung test

'Kit' & expand into new geographic

markets, in particular Asia.

Zeus Capital Limited

has acted as Nominated

Adviser and Broker in

relation to the Admission.

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

On admission, the company

raised gross proceeds of

$15.9 million at a price of

130p per share. It had a

market capitalisation of

$95.7 million at the placing

price.

Aug-16 Sep-16 Oct-16 Nov-16

80

85

90

95

100

105

110

115

120

Oncimmune Holdings Plc vs FTSE AIM All Share

Oncimmune Holdings Plc FTSE AIM All Share

Page 54: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

54

Case Study Shield Therapeutics Plc

Company Shield Therapeutics Plc

Market AIM

Sector Pharmaceuticals & Biotechnology

Main Country of Operation United Kingdom

Admission Date 26 Feb 2016

Money Raised at Admission £32.5 million

Market Cap at IPO £162 million

Current Market Cap £187.0 million

NOMAD Liberum Capital Limited

Listing Story Shield Therapeutics is a specialty

pharmaceutical company focused on the

development and commercialisation of

secondary care-focused pharmaceuticals.

The Company's key products are Feraccru and

PT20, two late-stage pharmaceuticals for the

treatment of iron deficiency anaemia and

systemic phosphate accumulation (otherwise

known as hyperphosphatemia), respectively.

Shield Therapeutics raised £32.5 million through the

placing and subscription of 21,666,662 new Ordinary

Shares at a price of 150p per Ordinary Share and the issue

of 11,666,658 Warrants to subscribe for Ordinary Shares.

Liberum Capital Limited is the Nominated Adviser and Sole

Broker to the Company, the legal advisor is Stephenson

Harwood LLP and Consilium Strategic Communications is

the financial PR advisor to the Company

The placing price per share was

150p and price now stands at 185p

indicating an increase of 23% in the

first month of trading.

Liberum Capital Limited acted as

Nominated Advisor.

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

"This is an important day in the company's development and in

spite of the clearly challenging market conditions I am delighted by

the enthusiasm we have received from investors.”

- Chief Executive Officer Carl Sterritt

Leading Institutional Investors Value Held

($m)

Aviva Investors Global Services 10

JPMorgan Asset Management (UK) 10

Mar Apr May Jun Jul Aug Sep Oct Nov Dec

90

95

100

105

110

115

120

125

Shield Therapeutics Plc vs. FTSE AIM All Share

Indexed Price Performance Price (Indexed to 100)

Shield Therapeutics Plc FTSE AIM All Share

Page 55: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

55

Appendix III

US Issuer Case Studies

Page 56: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

56

Company MaxCyte INC

Market AIM

Sector Health Care Equipment & Services

Main Country of Operation United States

Admission Date 29 March 2016

Money Raised at Admission $14.2 million

Market Cap at IPO $43.3 million

Current Market Cap $94.6 million

NOMAD Panmure Gordon

Case Study MaxCyte

“We are excited to bring MaxCyte to the AIM market today. The successful

completion of our IPO will permit MaxCyte to continue to build

enhancements to our proprietary cell engineering technology and support

our Partners’ ongoing and future needs.”

Doug Doerfler, Chief Executive Officer

Listing Story MaxCyte is an established and revenue-

generating US-based developer and supplier of

electroporation technology and instrumentation to

biotechnology and pharmaceutical firms engaged

in cell therapy, drug discovery and development,

bio manufacturing, gene editing and immuno-

oncology.

MaxCyte raised £10.0 million on admission to

AIM. The proceeds will be used to accelerate its

growth by investing in further developing its

CARMA platform, expand the reach of the

Company's cell therapy business to Europe, Asia

and other global markets and expand the

Company's direct sales teams in the US and

Europe, and expand its network of distributors in

Asia and globally.

The stock traded up 7.14% at open

and up 9.29% at close of the first day

of trading on AIM.

Apr-16 May-16 Jun-16 Jul-16 Aug-16 Sep-16 Oct-16 Nov-16 Dec-16

80

100

120

140

160

180

200

220

240

MaxCyte, Inc. vs FTSE AIM All Share

Price (Indexed to 100)

MaxCyte, Inc. FTSE AIM All Share

Top 5 Institutional Investors (value held $m)

Harbert Fund Advisors, Inc. 8

Legal & General Investment Management Ltd. 8

Blackrock Investment Management (UK) Ltd. 5

Unicorn Asset Management Ltd. 5

Hargreaves Hale Ltd. 1

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 57: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

57

Company PureTech

Market Main Market

Sector Financial Services

Main Country of Operation United States

Admission Date 24 June 15

Money Raised at Admission $195 million

Market Cap at IPO $570 million

Current Market Cap $377.2 million

Joint Bookrunners Jefferies, Peel Hunt

Case Study PureTech

"We are delighted with the reception of

PureTech's initial public offering and strong

institutional support for PureTech's business

model. We would like to thank this broad group

of investors for supporting our listing and

sharing our vision.“

Daphne Zohar, Chief Executive Officer of

PureTech

Listing Story PureTech is a Boston-Based

research and development

company engaged in the

development of treatment

programs for obesity, cognitive

disorders, baldness,

depression, allergy and

autoimmune.

The company priced 68 million shares

at 160p. PureTech raised a total of

$169.8m giving it an initial market

capitalisation of $570.5m. The 15%

overallotment option was fully

exercised.

The $171 million (£108 million)

proceeds of the fundraising will

help PureTech bring their most

advanced product candidates

towards commercialisation and

launch.

PureTech opened 6.25% up and

closed 11.25% up after its first

day of trading.

The top 10 investors were

allocated 80% of the deal. The

book was around 50 lines long

and mainly UK with some US

investors.

Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17

60

65

70

75

80

85

90

95

100

105

110

PureTech Health PLC vs FTSE All-Share

PureTech Health PLC FTSE All-Share

PureTech’s financials

Revenue EBITDA Net Income

2012 $8.0m -$5.5m -$10.2m

2013 $8.5m -$2.6m -$4.8m

2014 $2.2m -$17.1 -$41.6m

Top 5 Institutional Investors (value held $m)

Invesco Asset Management Ltd. 120

Baillie Gifford & Co. 20

Lansdowne Partners (UK) LLP 19

Aviva Investors Global Services Ltd. 16

Legal & General Investment Management

7

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 58: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

58

Company Verseon Corporation

Market AIM

Sector Pharmaceuticals & Biotechnology

Main Country of Operation United States

Admission Date 07 May 2015

Money Raised at Admission $100.5 million

Market Cap at IPO $461.9 million

Current Market Cap $296.6 million

Nomad Cenkos Securities

Case Study Verseon

"The AIM market in London has allowed us to

attract the type of long-term institutional

investors whose outlook fits nicely with our

vision for the growth of the company and

execution of our business model,“

Adityo Prakash, Verseon Chief Executive Officer

Listing Story Verseon is a tech-based pharmaceutical

company that employs proprietary

technology to design novel therapeutics.

It also generates multiple chemically-

diverse drug candidates for each

discovery programme and, as such, is

not reliant on the success or failure of

just a single drug candidate in the clinic.

The Offer price was set at 202 pence

per share, giving Verseon a market cap

of $461.9m at admission.

Proceeds from the placing will be

invested in Verseon’s drug

programmes, expanding the pipeline

and developing its existing drug

discovery platform.

Cenkos Securities acted as lead

manager and lead bookrunner.

Verseon opened up at 3.9% and

closed its first day of trading at

6.2% up, 215 pence per share.

Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17

60

70

80

90

100

110

120

Verseon Corp vs FTSE AIM All-Share

Verseon Corp FTSE AIM All Share

Verseon’s financials

EBITDA Net Income

2012 -$9.7m -$7.7m

Top 3 Institutional Investors (value held $m)

Woodford Investment Management 43

JPMorgan Asset Management 7

Henderson Global Investors 2

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 59: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

59

Company Motif Bio

Market AIM

Sector Pharmaceuticals & Biotechnology

Main Country of Operation United Kingdom

Admission Date 02 April 2015

Money Raised at Admission $4.2 million

Market Cap at IPO $19.1 million

Current Market Cap $58.2 million

NOMAD Northland Capital Partners

Case Study Motif Bio

“Since our IPO, we have delivered on our promises, with

agreement from the FDA with our Phase III plans and the granting

of QIDP status. This fund-raising is key to progressing iclaprim

rapidly through Phase III trials. We are confident that we remain

on target.”

Graham Lumsden, CEO

Listing Story Originally founded as a

population genetics company,

Motif has, since 2009, focused

on drug discovery and

development and in late 2013, it

was decided that Motif should

focus exclusively on antibiotics.

In June 2015, the Company

conditionally placed 44m new ordinary

shares, through Zeus Capital and

Northland Capital Partners as joint

brokers to the Company, at a placing

price of 50p per ordinary share with

institutional investors to raise $34.9m.

The net proceeds of the Placing

and Subscription will be used to

complete preparations to enter

Phase III trials with iclaprim and

to provide working capital.

The stock closed its first day of

trading on AIM up 50%.

Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17

60

80

100

120

140

160

180

200

220

240

260

Motif Bio Plc vs FTSE AIM All-Share

Motif Bio Plc FTSE AIM All Share

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Top 2 Institutional Investors (value held $m)

Invesco Asset Management 8

Aviva Investors Global Services 3

Page 60: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

60

Company Constellation Healthcare

Technologies

Market AIM

Sector Health Care Equipment & Services

Main Country of Operation United States

Admission Date 08 December 2014

Money Raised at Admission $15 million

Market Cap at IPO $117.9 million

Current Market Cap $254.9 million

NOMAD finnCap Ltd

Case Study Constellation Health

“The Group intends to play a leading role in the

consolidation of the RCM market through selective

acquisitions of competing businesses”

John Johnston, Chairman of Constellation Healthcare

Technologies

Listing Story Constellation Healthcare

Technologies, Inc. is a

healthcare services organisation

providing outsourced business

services to the physician market

in the United States.

.

Constellation Healthcare Technologies,

Inc was admitted to the AIM Market in

December 2014. The net proceeds of

the placing were for future acquisitions

and the company stated that one of the

considerations for choosing AIM as its

market was because it is an ideal

platform for M&A

The stock closed its first day of

trading on AIM up 3.7%.

The company returned to market

in May and December 2015

raising a further $17.1m and

$45.3m respectively.

CHT has made 4 acquisitions to

date since its IPO on AIM.

Jan-15 Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17

80

90

100

110

120

130

140

150

160

170

CHT vs FTSE AIM All-Share

Constellation Healthcare Technologies, Inc. FTSE AIM All Share

CHT’s financials

Revenue EBITDA Net Income

2014 $54.6m $14.2m $1.6m

2015 $117.3 Not

available $10.7m

Top 5 Institutional Investors (value held $m)

City Financial Investment 14

Legal & General Investment Management 7

Hargreave Hale 5

Henderson Global Investors 5

AXA Investment Managers UK Ltd. 4

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 61: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

61

Company ClearStar

Market AIM

Sector Software & Computer Services

Main Country of Operation Guernsey

Admission Date 11 July 14

Money Raised at Admission $15.1 million

Market Cap at IPO $35.5 million

Current Market Cap $26.2 million

Nomad Cenkos Securities

Case Study ClearStar

We are delighted to be joining AIM. We believe

our listing will enhance our credibility and profile

within the background screening industry, and

will assist us in achieving our strategic

objectives.

Robert Vale, CEO of ClearStar

Listing Story

ClearStar is a technology and

service provider to the

background check industry,

supporting background

screening companies, employers

and employees with their

recruitment and employment

application decisions.

.

Clearstar raised $15.1m at IPO, all in

primary proceeds, via a placing of

15,500,000 new Ordinary Shares at a

price of 57 pence per share.

The deal will help the company

to raise its profile, as well as

providing financial means for

future acquisitions. Additionally,

the company plans to use the

proceeds to support R&D as well

as marketing to expand its

customer base.

The stock closed its first day of

trading on AIM up 5.26%.

ClearStar’s financials

Revenue EBITDA Net Income

2013 $8.0m $0.9m $0.7m

2014 $10.9m -$0.5m -$1.8m

2015 $15.5m -$1.0m -$2.3m

Oct-14 Jan-15 Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17

30

40

50

60

70

80

90

100

110

120

ClearStar, Inc. vs FTSE AIM All-Share

ClearStar, Inc. FTSE AIM All Share

Top 3 Institutional Investors (value held $m)

River & Mercantile Asset Management LLP 1

Baillie Gifford & Co. 1

Lansdowne Partners (UK) LLP 1

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 62: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

62

Company Allied Minds

Market Main Market

Sector Financial Services

Main Country of Operation United Kingdom

Admission Date 25 June 14

Money Raised at Admission $220 million

Market Cap at IPO $675 million

Current Market Cap $1,332 million

Joint Bookrunners Jefferies

Case Study Allied Minds

“The successful completion of this initial public

offering marks the beginning of an exciting new

phase of growth and opportunity for Allied Minds

and our diversified portfolio of 18 businesses.”

Chris Silva, Chief Executive Officer

Listing Story Allied Minds is an early-stage

technology commercialisation

company with 22 subsidiary

businesses at varying stages of

maturity across the life sciences

and high technology sectors

Allied Minds raised $199m at IPO in

June 2014, rising to $220m on full

exercise of the overallotment option.

The company raised primary proceeds

of $164m, with the remaining $56m

coming from selling shareholders.

The deal priced at 190p, at the

bottom end of a tight range (190-

200p). After three months of

trading on AIM, the share price

had increased by 50%.

In May 2015 shareholders

returned to the market to

monetise $142m worth of

shares.

Allied Minds’ financials

Revenue EBITDA Net Income

2012 $1.2m -$33.2m -$27.2m

2013 $2.9m -$39.8m -$34.5m

2014 $7.7m -$53.6m -$45.5m

Jul-14 Nov-14 Mar-15 Jul-15 Nov-15 Mar-16 Jul-16 Nov-16

50

100

150

200

250

300

350

400

450

Allied Minds PLC vs FTSE All-Share

Allied Minds PLC FTSE All-Share

Top 3 Institutional Investors (value held $m)

Invesco Asset Management 362

Woodford Investment Management 352

Sand Aire Ltd. 57

Source: Company website, Dealogic, FactSet, January 2017

Price performance rebased to 100 as at date of IPO

Page 63: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

63

Sarah E Baker

Head of Strategic Engagement, North America

LSEG New York office

+1 917 582 1815

[email protected]

Chris Mayo

Head of Primary Markets, Americas

LSEG Chicago & New York offices

+1 646 925 9811

[email protected]

Robert Barnes

Global Head of Primary Markets

LSEG London office

+44 207 797 3757

[email protected]

Page 64: AIM – Celebrating 20 Years of Success · Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 80 90 100 110 120 130 140 150 ... and their long term outlook results in lower volatility

64

This document has been compiled by the London Stock Exchange plc (the “Exchange”). The Exchange has attempted to ensure that the information in this document is accurate, however the information is provided “AS IS” and on an “AS AVAILABLE” basis and may not be accurate or up to date.

The Exchange does not guarantee the accuracy, timeliness, completeness, performance or fitness for a particular purpose of the document or any of the information in it. The Exchange is not responsible for any third party content which is set out in this document. No responsibility is accepted by or on behalf of the Exchange for any errors, omissions, or inaccurate information in the document.

No action should be taken or omitted to be taken in reliance upon information in this document. The Exchange accepts no liability for the results of any action taken on the basis of the information in this document.

All implied warranties, including but not limited to the implied warranties of satisfactory quality, fitness for a particular purpose, non-infringement, compatibility, security and accuracy are excluded by the Exchange to the extent that they may be excluded as a matter of law. Further, the Exchange does not warrant that the document is error free or that any defects will be corrected.

To the extent permitted by applicable law, the Exchange expressly disclaims all liability howsoever arising whether in contract, tort (or deceit) or otherwise (including, but not limited to, liability for any negligent act or omissions) to any person in respect of any claims or losses of any nature, arising directly or indirectly from: (i) anything done or the consequences of anything done or omitted to be done wholly or partly in reliance upon the whole or any part of the contents of this document, and (ii) the use of any data or materials in this document.

Information in this document is not offered as advice on any particular matter and must not be treated as a substitute for specific advice. In particular information in the document does not constitute professional, financial or investment advice and must not be used as a basis for making investment decisions and is in no way intended, directly or indirectly, as an attempt to market or sell any type of financial instrument. Advice from a suitably qualified professional should always be sought in relation to any particular matter or circumstances.

The contents of this document do not constitute an invitation to invest in shares of the Exchange, or constitute or form a part of any offer for the sale or subscription of, or any invitation to offer to buy or subscribe for, any securities or other financial instruments, nor should it or any part of it form the basis of, or be relied upon in any connection with any contract or commitment whatsoever.

London Stock Exchange and the London Stock Exchange coat of arms device are registered trade marks of London Stock Exchange plc. Other logos, organisations and company names referred to may be the trade marks of their respective owners.

© January 2017

London Stock Exchange plc 10 Paternoster Square

London EC4M 7LS Telephone +44 (0)20 7797 1000

www.lseg.com

Legal Disclaimer