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Once you have decided that a quotation on AIM is right for the next stage of your company's development, your first step should be to identify and appoint a Nominated Adviser ('Nomad'). The Nomad will be your key adviser during the admission process and throughout your life on AIM.
A range of other advisers will also play integral roles in supporting you throughout the admission process and thereafter. These will usually include a broker, a reporting accountant, and legal, public relations and investor relations firms. Depending on your business, you may also need other specialist advisers in areas such as real estate, intellectual property and technology to conduct due diligence relevant to your business.
After selecting and appointing your advisers, you will work in close consultation with them and your Nomad to prepare an admission document which details your investment proposition. The admission document is critical for investors as it includes details of your company's directors, financial position, business activities and strategy, together with any other relevant information.
The Nomad might be an investment bank, a corporate finance firm or an accountancy firm and must be approved to act in such capacity by the Exchange. To obtain approval as a Nomad, a firm must first meet the relevant criteria set out in the AIM Rules for Nominated Advisers. This approval process ensures that all Nomads have a deep understanding of AIM itself, they recognise the needs and aspirations of companies seeking admission to the market, and are experienced in guiding them through the flotation process.
It is the Nomad's role to assess the company, each of its directors and its potential advisers for suitability and reputation issues. It must be able to demonstrate to the Exchange that it has carried out these responsibilities.
A company admitted to AIM must appoint and retain a Nomad throughout its time on market. Among other things, the Nomad will:
- undertake due diligence to ensure your company is suitable for AIM
- ensure the directors are appropriate and capable of acting as a board for a company trading on a UK public market
- provide guidance to the company throughout the flotation process
- co-ordinate and oversee the preparation of the AIMadmission document
- confirm to the Exchange that the company is appropriate for AIM
- prepare the company for life on a public market
- act as the primary regulator throughout a company's time on AIM by keeping abreast of developments at the company, and ensuring the company continues to understand its obligations under the AIM Rules.
A full list of approved Nomads and their contact details is available on the Exchange's website at www.londonstockexchange.com/aim
Selecting the right Nomad is a significant decision for your company. It is important that your chosen Nomad has relevant sector experience and understands your company's business as you are likely to have a long and close relationship with the firm.
Under the AIM Rules, every AIM company must retain a broker at all times. Your broker will be a securities house that is a member of the Exchange and will have the following key roles in relation to your AIM flotation: l support the financing needs of the company by assessing the level of investor interest in your company's shares at the time of admission to AIM, and in any further fundraisings l provide ongoing advice on market and trading related matters l advise on the pricing of shares and investment opportunities.
The firm you choose to be your Nomad may also have a broker function, and your company may decide to appoint the same firm as Nomad and broker. Alternatively, you can choose to appoint separate firms to act as Nomad and broker, and you should explore the options most suitable for your company.
When selecting your broker, the firm should demonstrate that it is capable of raising finance in the sector in which you operate and has good relationships with investors suitable for investing in your company. The broker will often have its own institutional research department which is responsible for producing research on companies to provide investors with analysis of the company and its assets. Alternatively, analyst research can be written by a firm independent of the company but paid for by the company. Analyst research is a valuable tool in raising investor awareness and can be published at admission and on an ongoing basis. Improving the information flow about your business to investors is key to ensuring a greater understanding of your company's activities, strategy and future prospects and can have a positive impact on liquidity and share price performance.
A full list of AIM brokers and their contact details is available on the Exchange's website at www.londonstockexchange.com/aim
A broker can take on the additional role of market maker in a company's securities, and must be registered with the Exchange to act in this capacity.
Maximising liquidity will be a key focus for your company once on market but planning can take place during the admission process to positively influence the level of trading from the outset. While a market maker's role is to improve liquidity, there are a number of factors that influence liquidity. A company which actively engages with investors, considers the level of shares in public hands and implements a comprehensive communications strategy can improve the level of knowledge about its business amongst both existing and potential investors, and have a positive impact on the liquidity of its securities.
Your reporting accountant's role will include reviewing and reporting on several key aspects, including financial position, financial reporting procedures, working capital, tax and share incentive schemes and the disclosure of historical financial information. In fulfilling these roles, the reporting accountant is responsible for raising potential problems early on in the process so that they can be addressed as soon as possible. The reporting accountant brings a valuable independent perspective to the flotation process, and provides additional assurance to investors that the appropriate financial due diligence has taken place on the company.
During the flotation process, your law firm will advise on a wide range of issues, including the structuring of the company and its subsidiaries, the required documentation, and the directors' responsibilities in relation to the AIM flotation and any associated fundraising. More specifically, your lawyers' role will include:
- conducting legal due diligence on the business, including verifying ownership of assets
- advising on the drafting of the admission document
- negotiating the terms of the placing agreement between the company, the directors and the Nomad and broker
- preparing employment agreements for directors and other key staff
- advising your company's directors on their responsibilities and corporate governance in conjunction with the Nomad who has these responsibilities in accordance with the AIM Rules
- advising generally on the legal aspects of the flotation process and the continuing obligations on AIM.
Also, other lawyers may be instructed separately by your Nomad and broker to assist in the review of your admission document and any other investment communications that may be issued, in order to provide advice that is independent from the company.
Clear and effective communication with the media about your company's growth story, strategy and management team will be critical both for achieving a successful admission to AIM and for maintaining your profile and reputation once you are on the market. To achieve these goals, your financial PR firm will design and implement a communications strategy around your admission to the market, while also acting as your 'eyes and ears' in the media, providing useful feedback on how your company is perceived and on how these perceptions can be improved. The PR firm will work closely with your other advisers in producing the institutional roadshow presentation which will form the basis for the face-to-face meetings with investors during the roadshow. While it will not contain information that is not in the admission document, it should be structured in a format to maximise its effectiveness as a sales tool. Once your company is on AIM, the PR firm will continue to work on an ongoing basis to build and maintain media interest, going beyond the regulatory disclosure requirements and communicating regularly and proactively with selected media organisations.
Many leading financial PR firms are also strong in IR, and there is significant overlap between the two roles. Both focus on communication and while the target audiences differ, the IR programme should be run in close coordination with financial PR. As a result, many companies coming to AIM choose a single firm to handle both PR and IR. The IR firm's core role is to communicate effectively with the investment community and – post-admission – with the company's shareholders in particular, to ensure that company's share price on AIM truly reflects its value. The IR firm's role will include managing expectations in the investment community, and researching market sentiment to help fine-tune the company's messaging. The IR programme may also involve a detailed review of the company's share register to enable targeting of key shareholders and roadshows to promote the company to fund managers and retail investors.
Although it is not a specific requirement in the AIM Rules, a company will normally appoint a registrar inorder to maintain and keep the of shareholders up to date. The registrar will also provide information to the Nomad and your other advisers when appropriate, such as in instances where the company may need to distribute a circular or similar shareholder publication.
The team of advisers that a company chooses to appoint will be integral in supporting it throughout the flotation process and once admitted to AIM. It is imperative that you select firms that have appropriate sector and market experience and are committed to working with you after admission. One of the key pieces of advice that existing AIM companies feed back to the Exchange is that it is vital to have personal chemistry with your advisers, since you will be working very closely together.


