IPO Guide to listing on the Stock Exchange

IPO Guide to listing on the Stock Exchange, updated 1/7/19, 1:14 PM

 

 

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An IPO (Initial Public Offering) is the most common way to list a company’s shares on the stock market. Concretely, it takes the form of a capital increase or sale of shares currently held by investors. By offering new or existing shares for sale, the company opens its capital to new investors, both institutional and retail.

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IPO GUIDE
A GUIDE TO LISTING ON THE STOCK EXCHANGE
CONTENTS
THE IPO EXPLAINED
4
WHY GO PUBLIC?
6
THE IPO JOURNEY
8
THE ROLE OF ADVISORS
12
LISTING ON EURONEXT
14
LIFE AS A PUBLIC COMPANY
21
ATTRACTING INVESTORS
26
+
%
2
A guide to listing on the stock exchange I EURONEXT
3
A guide to listing on the stock exchange I EURONEXT
THE IPO DEFINED
An IPO (Initial Public Offering) is the most common way to
list a company's shares on the stock market.
Concretely, it takes the form of a capital increase or sale
of shares currently held by investors. By offering new or
existing shares for sale, the company opens its capital to
new investors, both institutional and retail.
In a private placement, securities are sold
directly to a select group of professional/
qualified investors. No officially approved
prospectus is necessary unless the
company intends to list on a regulated
market. For an initial listing on Euronext
Growth or Euronext Access, the candidate
must provide Euronext with a document
summarizing key information. While
generally faster and less expensive, a
private placement results in lower visibility
and liquidity.
With a direct listing, shares are simply
made available for trading (without
increasing capital through an IPO or
a private placement). An approved
prospectus is not necessary unless the
company intends to list on a regulated
market.
If the company's shares have already been
admitted to trading on another regulated
market within the European Union, issuers
that wish to list on a regulated Euronext
market can apply for Euronext's Fast-
Track process.
IPO

$
IPO

$


OTHER TYPES OF LISTING
While IPOs are popular with business owners, they are not the only listing option, and you can opt
for a range of transaction types no matter which market you select. But depending on how you list,
the amount you raise and the market you choose, you may still need to issue a prospectus approved
by the competent authorities.
PRIVATE
PLACEMENT
DIRECT
LISTING
EXPLAINED
THE
IP
TAKING A COMPANY PUBLIC IS A
MAJOR DECISION, AND A MILESTONE
FOR ITS OWNERS. COMMON REASONS
TO LISTALL VERY SOUND
INCLUDE TAPPING INTO MARKETS
TO ACCELERATE GROWTH, RAISING
VISIBILITY, ENABLING AN INVESTOR TO
EXIT, AND PREPARING
FOR AN INHERITANCE OR BUYOUT.
WHATEVER THE INITIAL AIM, GOING
PUBLIC CHANGES THE DIMENSION AND
SCOPE OF THE COMPANY, BOOSTING
ITS CREDIBILITY AND SIGNIFICANTLY
CHANGING ITS RELATIONSHIPS WITH
CLIENTS, SUPPLIERS AND BANKS.
LISTING ALSO GIVES MANAGEMENT
A UNIQUE OPPORTUNITY TO MOBILISE
ITS OWN TEAM AROUND A LONG-TERM
PROJECT.
IF YOU PLAN TO TAKE YOUR COMPANY
PUBLICA GAME-CHANGING
TRANSACTION BY ANY MEASURE
THIS GUIDE IS DESIGNED TO PROVIDE
YOU WITH THE EXPERT INSIGHTS AND
DETAILED GUIDANCE
YOU NEED.
4
A guide to listing on the stock exchange I EURONEXT
5
A guide to listing on the stock exchange I EURONEXT
BENEFITS FOR YOUR COMPANY
Listed status signals to the business and financial
community that your company is sound, open to the world
and interested in expanding its operationsattractive
qualities by any measure. Key benefits of listing include:
Foster growth and expansion by using capital markets
Enabling your company to raise funds to finance growth
Creating a liquid market for its shares
Boosting your company's visibility at home and abroad
Raising its profile and status with all stakeholders
Promoting employee buy-in and commitment
Facilitating recruitment
Allowing legacy investors to exit
Gaining visibility through index inclusion
BENEFITS FOR SHAREHOLDERS

Stock-market listing allows your company to finance
operations without borrowing, while raising its profile and
enhancing its image and credibility.
Other benefits for shareholders (including the company's
founders and executives), include:
GO
PUBLIC?
As candidates prepare for listing, they have an opportunity
to set out a clear vision of their business strategy for the
financial community, for customers and for staff. Their
Board of Directors can also use this process to look ahead
and, if necessary, consolidate existing structures. Last
but not least, listing is a means of rallying employees to a
shared project.
Listing on the stock exchange enhances and consolidates
your company's image at home and abroad and can
transform a brand into an asset in its own right.
Listing also generates internal benefits for companies,
making it easier to recruit skilled co-workers and creating
greater loyalty among existing staff.
Listed status sends a message about the expertise of the
men and women who work for the company and increases
their value. And listed companies generally offer attractive,
share-based employee profit-sharing plans, such as stock
options and company savings plansincentives that can
motivate staff and increase their commitment to company
growth.
Greater liquidity
Opportunities to divest/optimise holdings over time
Simpler succession planning
Guaranteed independence
Scope for increasing your company's value over time
Transparent and unique price
CONSEQUENCES
FOR THE COMPANY
Allocate time to investor access and relationship
Communicate to investors at all times, regardless of the financial results
Ensure attention remains on the business
Take a step back: markets can be volatile and the behavior of your
short-term share price is not always meaningful
Mind your communication: pay extra attention to insider information
FOR SHAREHOLDERS
Lock-up periods for institutionnal investors
Disclosure when shareholding thresholds are crossed
Volatility in share price
Dilution
BENEFITS
FOR THE COMPANY
Raise funds to finance organic expansion (R&D, international, etc.)
Foster external growth
Enhance domestic and international profile/reputation
Better structure the company
Motivate staff and promote loyalty
Facilitate recruitment
Highlight your ambition and long-term objectives
Diversify sources of financing with fast and low-cost access to capital
Empower management
Potential eligibility to world-class indices
FOR SHAREHOLDERS
Benefit from higher liquidity
Facilitate exit of non-strategic / historical shareholder
Transparent and unique price
Facilitate the succession/inheritance
Access to structured, regular and transparent information on the
company
6
A guide to listing on the stock exchange I EURONEXT
7
A guide to listing on the stock exchange I EURONEXT
PRE-IPO PREPARATION
COUNTDOWN TO EXECUTIONKEY STEPS
Pre-IPO planning and
preparation
Approx 6 MONTHS
before pricing
Approx 2 WEEKS
before pricing
AFTERMARKET
Approx 2-3 MONTHS
before pricing
1-2 MONTHS
before pricing
1st STEPS
STRUCTURING
PRE-MARKETING
PLACEMENT
POST-LISTING
1
2
3
4
5
PRE-IPO
PREPARATIONS
In the first step, management
meets with potential IPO partners
to create a working group that will
support the IPO project and follow
the company on the aftermarket
i.e., in trading following the IPO
proper. Starting with the banking
syndicate, the company holds
informal discussions where the
timeline, the structure of the
proposed deal, and a first intrinsic
valuation are presented by the
corporate finance teams. To be
realistic, a provisional timetable
should take into account business
development, cash consumption,
and market windows. Once this is
done, the structure of the syndicate
and the terms of the transaction
are clearly defined in engagement
letters.
The company may round out its
IPO working group with at least
a communications agency, legal
advisor(s) and capital markets
accountants.
At this point, workshops are
organised to achieve the right
group structure, suitable corporate
governance, an efficient tax
strategy and adequate financial
reports, and to pre-empt regulators'
requirements. If the issuer is well
prepared, the IPO process will then
take 5-6 months to complete.
The IPO process is best understood
through two simultaneous pre-
transaction efforts: drafting
the prospectus and financial
communication.
ENTREPRENEURS LOOKING TO
RAISE CAPITAL HAVE A WIDE
CHOICE OF FINANCING OPTIONS,
INCLUDING PRIVATE EQUITY,
VENTURE CAPITAL, TRADE SALE
OR AN IPO.
BUT THE DECISION TO LIST
ON A PUBLIC MARKET HAS
IMPLICATIONS WELL BEYOND
SECURING A NEW SOURCE OF
FINANCING: THE STOCK MARKET
BRINGS A HIGHER PROFILE AND
INCREASED CREDIBILITY, WHICH
FUNDAMENTALLY CHANGES
A COMPANY'S INTERACTION
WITH ITS CLIENTS, PARTNERS,
SUPPLIERS AND OTHERS.
AN IPO IS A MAJOR MILESTONE IN
THE LIFE OF YOUR COMPANYA
RARE OPPORTUNITY TO
OVERHAUL YOUR BUSINESS
STRATEGY AND CAPITAL
STRUCTURE, AND TO ACHIEVE A
LONG-TERM VISION THAT SERVES
BOTH SHAREHOLDER INTERESTS
AND MANAGEMENT INTERESTS.
PRIOR TO AN IPO, THE EXECUTIVE
TEAM NEEDS TO ASSESS ITS
READINESS FOR SUCH AN
OPERATIONWHICH MAKES
PRE-IPO PREPARATION ESSENTIAL
TO A SUCCESSFUL LISTING.
THE
IPO
JOURNEY
INVESTORS
Prepare slideshow:
The listing candidate and
its advisors draw up a
marketing document for use
in meetings with investors
and equity research analysts.
Prepare
research report:
Equity research analysts
give their assessment of the
company and propose a
price range.
Pre-Deal lnvestor
Education (PDIE):
Banking syndicate's equity
analysts meet investors to
discuss research report and
gauge response.
Book-building:
Orderbook and public
offering open;
management meets with
investors (roadshow).
Trading starts the
day after pricing
is finalised.
Analysts'
presentation:
Management presents the
company to equity research
analysts in the banking
syndicate before they prepare
their research report.
Research reports
distributed
to investors.
Definition
of price range.
Pricing:
Offering price set and
orders allocated.
Early-look meetings
/ Pilot fishing:
Bilateral, private meetings
of management with a limited
number of investors before
the IPO is launched. Aim:
present the company and
test/fine-tune messages.
approx. 2 weeks
approx. 2 weeks
> > > KEY STEPS IN STOCKMARKET LISTING > > >
Prepare Registration Document:
Listing candidate and advisors draw up a document
presenting the company, its sector, and key business,
including accounting and financial data. This contains
all information that will subsequently be shared with
investors and analysts (in all media), ensuring fair and
equal dissemination to all parties.
Prepare the Equities
Note:
Document prepared by the
company and its advisors,
setting out the main features
of the deal.
Confidential filing of core
document with local
financial markets regulator.
Filing of Registration Document
Document is published on the websites of
Local financial markets regulator and the
company. The proposed listing is now in
the public domain.

Local financial markets regulator
approves Prospectus (Registration
Document + Equities Note is
published on local financial markets
regulator and company websites.
Financial markets regulator
& Euronext presentations:
Meetings with market
authorities to present the
proposed listing and confirm
the timeline.

At least 5 days
Review of Equities
Note by Local
financial markets
regulator.
Local financial markets regulator
reviews the Registration
Document, and can ask
questions/request further
information and/or changes to
finalise/clarify content.
At least 4 weeks needed for Local
financial markets regulator review
REGULATION
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A guide to listing on the stock exchange I EURONEXT
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A guide to listing on the stock exchange I EURONEXT
DID YOU KNOW?
55% of individual shareholders keep
their shares for more than 5 years
Over the last 5 years, retail investors
accounted for 21% of the amounts
raised through IPOs
After several interactions with management, the analysts then
offer the company a final review of their report, excluding the
valuation so as to maintain their impartiality.
2) PRE-DEAL INVESTOR EDUCATION
(1 MONTH BEFORE THE IPO)
Pre-deal investor education (PDIE) is a critical phase in
determining the company's valuation. It starts with equity
research analysts distributing their pre-deal report to key
institutional investors, introducing the investment case and their
valuation range. At meetings without management present, the
analysts answer investors' questions on the issuer and collect
feedback before the price range is set. This allows banks to
gauge market sentiment and collect first impressions on the
valuation. Working with the company, they then adjust the price
range and the slideshow ahead of roadshow meetings.
The range can be set up to +/-15% and typically includes
an IPO discount to reward the risk taken by investors
allocating funds to a newly listed company.
3) MANAGEMENT ROADSHOW
(2 WEEKS BEFORE THE IPO)
Demand is generated by two types of investors:

institutional investors with large equity positions

retail investorsindividuals who are not professionals and
trade through traditional brokers or online structures
Finally, the offer period opens with a symbolic management
presentation to the media, analysts and investors. In the
hours and days that follow, an intensive series of one-on-
one meetings, one-off market events and press lunches are
scheduled for institutional investors and journalists. Investors
are targeted depending primarily on their location and specific
investment strategy.
MEDIA PLAN
A media plan harnesses a range of channelsradio, press,
web, etc.to generate additional visibility, primarily with retail
investors, as the company uses the window of high exposure to
ramp up interest among investors.
BOOK BUILDING
The most common form of book building uses a price range.
During the Offer Period, banks receive orders from fund
managers indicating the number of shares they might wish to
acquire at a pre-determined price within the range. As investor
meetings are held, banks record investor interest in the book.
This demand is flexible, as an order can be withdrawn at any
time during the roadshow.
PRICING
The final price is set based on demand at various points in the
price range. Since demand decreases as the price rises within
the range, the company must strike a balance between the
amount raised, the expected valuation and the momentum
it seeks to generate. If demand is weak, at least 75% of the
base share offering must be subscribed. Below that threshold,
the offering will be deemed unsuccessful and the deal will be
cancelled.
Other less common mechanisms exist to determine the IPO
price. For instance, prior to the placement period the advisors,
together with management, could decide to adjust both the
IPO price and the number of outstanding shares. Overall
demand at this unique price will determine the final amount
raised under a firm upper limit. As an alternative to fixed-price
transactions, a minimum price could also be set up before the
placement. In this case, book building works like an auction.
FLEXIBILITY CLAUSES:
THE EXTENSION CLAUSE AND THE
GREENSHOE
An IPO is "oversubscribed" when demand exceeds 100% of
the base deal. The company can then opt to exercise flexibility
clauses, starting with the extension clause, which raises the
offer size to 115%. Additionally, the over-allotment optionalso
called the greenshoeoffers an opportunity to increase the
total offering by a further 15%, raising the offer size to 132%
of the initial base deal. Usually exercisable for a period of 30
days following the listing date, this option acts as a stabiliser.
For instance, if the stock price slumps below the offering price
during this period, the underwriter can provide support by
buying back shares in the market using the amount allocated to
this greenshoe. These flexibility clauses are an opportunity for
the issuer to increase its aggregate gross proceeds (part of the
primary offer) or to allow shareholders interested in selling to
cash out part of their investments (part of the secondary offer).
> How do we build an equity story?
> What are the main features, strengths
and weaknesses of our sector
competitive environment, KPIs,
investor concerns, etc.?
> How can we get the best valuation
for our IPO?
> What type of financial guidance
should we provide for our IPO?
> How should we manage our
relationship with the market regulator?
> What is the timetable, the review
process, best market practice, etc.?
> What proportion of cornerstone
investors would be acceptable for
the market?
> What actions does your company take
on ESG?
TYPICAL ISSUER
QUESTIONS FOR
ADVISORS
the financial regulator interacts with the advisors until every
issue is addressed. Once the regulator grants final approval, a
press release announces the intention to float (ITF), disclosing
the offering's timing and details to the market. This kicks off the
marketing phase.
REACHING OUT
TO INVESTORS
While the prospectus is being drafted, a marketing strategy
aimed at generating investor interest and momentum is drawn up.
PREPARATION OF INVESTOR MEETINGS
In contrast to the detailed and comprehensive prospectus, a
slideshow is the marketing tool for investor meetings. Content
is drawn exclusively from prospectus content and is carefully
reviewed by the regulator, along with the IPO website, press
releases and other communication materials. These core
documents are fine-tuned throughout the IPO process, up until
the management roadshow. The communications agency sets up
training sessions to prepare management for one-hour meetings
with investors. These are usually conducted by the CEO and the
CFO. Management must master all stages/aspects of these events
so as to highlight the equity story and valuation drivers most
effectively.
1) EARLY-LOOK MEETINGSPILOT FISHING
(2 MONTHS BEFORE THE IPO)
One to three months before to the IPO date, the underwriter(s)
schedule(s) "pilot-fishing" through several one-on-one meetings
with targeted investors. The aim of these early-look meetings is to
explain the future listed company's business model, gauge initial
market sentiment on the company's equity story, andabove
allcreate traction with investors. Based on potential interest
detected at these meetings, which are spread out over time, the
company can adjust its IPO project, and has the opportunity to
exit the process without a significant financial commitment at this
stage. If the meetings generate formal commitment subscriptions,
contractual orders appear in a specific section of the prospectus,
securing pre-guaranteed demand from anchor and cornerstone
investors. Highly appreciated by the market, these may be a
requirement in some sectors, their expertise in the company's
industry providing additional security and credibility.

A management presentation is also planned with the syndicate's
equity research analysts to introduce the company's business and
relay its equity story. Over approximately one month, the analysts
then draft a detailed investment research report giving their
independent assessment of:

the company's business

its competitive environment for a comparable peer group

an indicative valuation range.
REGISTRATION DOCUMENT
(PROSPECTUS/
INFORMATION DOCUMENT)
The prospectus is a formal legal document in two major partsa
description of the company and the terms of the transaction
that contains a standard set of chapters. The first part discloses
core information to the market, building a bridge between
private and public information. Its main sections describe the
issuer's business and discuss risk factors, financial information,
management and corporate governance.
A securities note then defines the offering metrics, including the
number of shares to be issued, the price range, a timetable for the
subscription period, and the use of proceeds.
The information in this comprehensive document is also distilled
into an executive summary.
1) PREPARATION PHASE
From the kick-off meeting to the settlement and delivery date,
the IPO process typically takes four to six months.
KICK-OFF MEETING
Once all parties for the IPO journey have been selected, the kick-
off meeting brings advisors together for the first time
to define their roles and responsibilities. Key metrics, including
the projected timetable, are introduced during this session. Initial
workshops for drafting the prospectus follow.
DUE DILIGENCE
A management presentation (also called due diligence session)
is organised to ensure that all information about the issuer is
appropriately disclosed in the offering prospectus. The aim is
to protect the company, its board of directors and the banking
syndicate, since all future investors will rely wholly on information
disclosed in the prospectus. Throughout the IPO process,
additional due diligence sessions may be planned at each key
milestone to ensure that information disclosed is still up to date,
although this is unusual for small transactions. At this stage, the
deal remains completely confidential.
2) REGULATORY REVIEW
The financial regulator conducts a thorough review to ensure
that the prospectus contains the information investors need to
decide whether to take part in the offering. The review period
starts when a first draft of the prospectus is filed with the
regulator. Through Q&As and revised versions of the prospectus,
10
GUIDE D'INSCRIPTION LA BOURSE I EURONEXTE 2018
THE
IPO
JOURNEY

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A guide to listing on the stock exchange I EURONEXT
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A guide to listing on the stock exchange I EURONEXT
LEGAL ADVISORS
Legal advisors with expertise in capital markets provide
guidance throughout the IPO process, and take part in
the interaction between the company and the country's
regulatory authority. They supervise the company's legal due
diligence, draft legal sections of the prospectus (sharing the
master copy of the prospectus with the corporate finance
team) and advise the management team on their legal and
regulatory duties before and after the IPO.
Advertising and research guidelines drawn up by the legal
advisor(s) ensure that the information in the communications
materials and the analysts' research report complies with
applicable securities law.
In the case of a deal counsel, a sole lawyer advises both the
company and the underwriters; this is typically used in small
transactions. In other cases, banks may require that lawyers
dedicated solely to the management of their own liabilities
be appointed.
AUDITORS
The auditors are responsible for guaranteeing the accuracy
and fairness of the historical financial information and
financial position presented in the prospectus, in addition to
the company's annual financial statements.
They sign a comfort letter validating the statements and
reports in the prospectus.
Management may opt to keep their existing auditors (if they
have a dedicated capital markets department) or appoint a
new team to work specifically on the IPO process.
COMMUNICATIONS
& PUBLIC RELATIONS AGENCIES
Using their communications expertise, these two types
of agency present the company to investors in the most
attractive light. They also handle the company's image in
response to external events.
The communications agency helps prepare the candidate's
equity story, markets key takeaways through various
communication materials used during the marketing
phases, and organises media training for managers involved
in the IPO process. It also produces content, including a
presentation for the roadshow, a dedicated website for the
IPO, and press releases targeting both institutional and retail
investors. Additionally, the communications agency creates a
media plan to capture and hold retail investors' interest and
ensure global exposure for the company.
Public relations agencies are not always used, but they can
be a valuable addition to the communications agency by
focusing on press coverage and other factors that shape
public perceptions of the company.
EQUITY ADVISORS
Expert equity advisors contribute an independent point of
view serving the best interests of the company.
Concretely, from the very start of the IPO process to the
first day of trading, the equity advisor provides preliminary
considerations of the full IPO process, helps the company
select advisor(s), tracks the transaction, assists in preparing
and developing the company's equity story, and supervises
the marketing/placement phase.
LISTING SPONSORS
Listing sponsors are banks or independent advisors that play
the lead role in the listing process.
They are accredited by Euronext, and their special status and
presence are designed to enhance investor confidence.
Prior to any listing, a certain amount of legal "housekeeping"
and preparation is required to ensure that shares are suitable
for listing, that the company complies with relevant legal
requirements, and that current and future investor needs are
met.
The listing sponsor is a key player for the company and
investors, and acts as the primary contact for Euronext.
The appointment of a listing sponsor by the issuer is
mandatory for an admission to listing on Euronext Growth,
Euronext Access and Euronext Access+.
OTHER ADVISORS
Depending on the specific features and nature of an
IPO, additional advisors may be involved. These include
intellectual property advisors, independent real estate
assessors, tax advisors and technical advisors on due
diligence.
?
THE ROLE OF
ADVISORS
Banking syndicates represent the group of investment banks that come together to execute an IPO. In most cases,
they are structured to achieve a good fit based on each member's placement capacity and equity research offering.
Usually, one bank is named "Global Coordinator/Lead Manager", which means it is responsible for coordinating
and implementing the IPO and maintaining a relationship with the market regulator. The other banks act as Joint-
Bookrunners/Co-leads; their role and scope depend on the syndicate (structuring, placement, research).
COMPANIES INTERESTED IN GOING PUBLIC MUST FIRST SET UP A WORKING
GROUP, PAYING CAREFUL ATTENTION TO THEIR CHOICE OF PARTNERS.
THE REASON IS SIMPLE: AN IPO IS A COMPLEX DEAL THAT TAKES FIVE OR SIX
MONTHS TO COMPLETE, AND THE FIT, EXPERIENCE, AND SECTOR KNOWLEDGE
OF THE COMPANY'S ADVISORS ARE CRITICAL TO SUCCESS. WHICH MAKES
IN-DEPTH UNDERSTANDING OF EACH ADVISOR'S ROLE ESSENTIAL TO THE
SELECTION PROCESS.
Investment banks offer a wide range
of financial services for complex
transactions. During an IPO, they play
a number of roles at different stages in
the process. These include underwriter,
where the bank acts as an intermediary
between the securities issuer and
investors, and financial advisor, where
the bank implements a transaction as a
trusted partner for its client.
Globally, investment banks are
composed of a corporate finance/
equity capital markets team (CF/ECM),
a syndication team, and sales & trading
teams (S&T). Because the corporate
finance team has access to insider
information, a barrier (or "Chinese
Wall") exists between it and the S&T
department.


The CF/ECM team is in direct contact with the issuer on the private
information side. Its main missions include advising on structuring
and timing, managing the process, overseeing the preparation of
documentation, and coordinating input from other advisors. Post-IPO,
this team continues to advise on on-going merger and acquisition
opportunities, fundraising, and, where relevant, exit options.


The syndication team operates above the Chinese Wall, acting as
the link between the CF/ECM and S&T Teams. Its members guide
interactions between the two parties and handle allocation of
information. Their other roles include preparing the roadshow and
centralising book building.


The sales & trading team is in direct touch with investors and is
responsible for selling a variety of financial products. During the IPO
process, the sales team is particularly important for the roadshow,
where it is in charge of selling the stock to institutional investors.
INVESTMENT BANKS:
LEAD MANAGER & BANKING SYNDICATE
EQUITY RESEARCH
ANALYSTS
On the public information side, equity
research analysts track company
performance and changes in stock price.
These are sector specialists; they have
genuine expertise in specific industries.
Their job consists of initiating an analysis of
companies and formulating a fair valuation of
the business, which, in turn, leads to a target
stock price. These assessments are rounded
out by recommendations: "buy", "sell" or
"hold".
Ratings will fluctuate in response to
milestones in the company's development
and to news affecting its sector.
CLOSE-UP
%
%
+
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A guide to listing on the stock exchange I EURONEXT
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A guide to listing on the stock exchange I EURONEXT
Dublin
London
Paris
Madrid
Brussels
Amsterdam
Frankfurt
Munich
Zurich
Milan
Lisbon
CONTAC
T US
Euronex
t's tea
m of
listing
speciali
sts
is happ
y to an
swer an
y quest
ions yo
ur
compan
y has re
garding
listing
on one
or
more of
our Eur
opean c
ash mar
kets.
www.eu
ronext.c
om/listi
ngs/con
tact-us
1,300
issuers
................................
3.9
trillion
market capitalisation*
European teams
present in
10 countries
................................
960+
active institutional
investors
#1 Exchange
for tech
SMEs
in Europe,
with 350 tech SMEs
listed
SMEs ON EQUITY
MARKETS
MARKETS TAILORED TO
MEDIUM-SIZED COMPANIES
955
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258 SME listings
since 2013
154,663m
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A CUTTING EDGE
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Optiq, our multi-market trading platform,
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14
A guide to listing on the stock exchange I EURONEXT
15
A guide to listing on the stock exchange I EURONEXT
CHOOSING
YOUR COUNTRY
AS POINT OF ENTRY
When going public on Euronext,
companies can choose their point of entry:
Belgium, France, Ireland, Portugal, the
Netherlands or the United Kingdom. The
regulator is that of the jurisdiction selected.
Each company can find the market that
best suits its profile.
markets
17
GUIDE D'INSCRIPTION LA BOURSE I EURONEXTE 2018
CHOOSING YOUR MARKET
AND COUNTRY OF LISTING
Identifying the best market for your company's size and ambitions
Access funding, expand abroad, attract talent, launch new productsEuronext is more than a
source of funding. We're a long-term partner for your success.
EURONEXT (AMSTERDAM, BRUSSELS,
LISBON, LONDON, PARIS): OUR MAIN
MARKET
Euronext is a regulated market for highly structured
companies that have the financial and human resources
to meet the requirements of international investors. Its
three segments are: compartment A for companies with
market capitalisations over 1bn, compartment B for
150m to 1bn, and compartment C for less than 150m.
Listing on Euronext is recommended for companies
seeking to raise over 30m and gain international
exposure.
Eligibility: highly visible to media and to both
institutional and retail investors; included in the most
pretigious indices
Liquidity: one of the most liquid markets in Europe,
highly visible to investors
Main advantage: credibility - highly visible to media
and to both institutional and retail investors; included in
the most prestigious indices
Reporting requirements:
EURONEXT GROWTH (BRUSSELS,
LISBON, PARIS): LINKING THE
REGULATED MARKET AND PRIVATE
EQUITY
Euronext Growth is ideally suited to small- and mid-
sized companies (SMEs) that want to raise funds to
finance growth. Listing requirements are simplified
and requirements are lighter than for the main market.
Intended primarily for midcap companies, Euronext
Growth is open to both professional and individual
investors. Although a controlled market, it is not
regulated as defined by EU directives and thus offers an
alternative route for organisations that cannot meet the
requirements of a regulated market. In general, Euronext
Growth is intended for companies with annual revenue
of over 5m looking to raise at least 2.5m.
Eligibility: fair amount of listing requirements
Liquidity: a large community of long-term investors
focusing on SMEs only including both institutional and
retail investors are active on this segment
Main advantage: governance - grow your business and
keep control. Going public also boosts the awareness
of your company in your eco-system
Reporting requirements:
ELIGIBILITY CRITERIA
EURONEXT
ACCESS
EURONEXT
ACCESS+
EURONEXT
GROWTH
EURONEXT
Free float
Not applicable
1m
2.5m
>25% market cap
or 5m
Financial statements
2 years (if relevant,
and no requirement
for audited accounts)
2 years incl.
audited accounts
of the last financial
year
Audited
accounts of the
last 2 financial
year
3 years
(or 2 for SMEs*)
Accounting
standards
IFRS or local GAAP
IFRS
Intermediary
Listing Sponsor
Listing Agent
Main document
to be provided
Information document
(or EU Prospectus for a public offer >8m)
s
EU Prospectus
MARKET RULES FOR
LISTED COMPANIES
When an IPO application is submitted, the market
operator:

Verifies that the application complies with market
regulations (next page)

Conducts an in-depth examination of the business:
Rationale for listing: why is the company applying
for an IPO? Does listing make sense?
Business model: In-depth analysis of the
company's business model and competitive
environment
Finances: the company's financial datacash flow,
income statement, balance sheet and financial
projectionsare verified by the operator's
admissions team.
Risks: what are the main risks facing the company?


Compliance: the features of the proposed offer
are also reviewed by the operator's compliance
department to protect its reputation and ensure the
quality of its markets. This compliance review covers
the company, key managers, board members, UBOs
(ultimate beneficial owners), and other issues.
EURONEXT ACCESS (BRUSSELS,
LISBON, PARIS): THE FIRST STEP
Euronext Access markets are designed especially
for start-ups and SMEs that wish to join a
stock exchange to finance growth and gain the
reputational advantages of listing, but do not meet
the criteria for admission to Euronext's regulated
markets or Euronext Growth. Because Euronext
Access markets are not regulated under the EU
Directive, the admission criteria are much simpler
and less extensive, unless a prospectus is needed
though market abuse and transparency provisions
do apply in accordance with applicable law. Once
companies are big enough, they are encouraged
to consider transferring to Euronext Access+ or
Euronext Growth, and later to a Euronext regulated
market.
Eligibility: low amount of listing requirements
Liquidity: lower amount of active investors than on
larger markets such as Euronext Growth and Euronext
Main advantage: Listing your company on the stock
market with simple admission criteria
Reporting requirements:
EURONEXT ACCESS+ (BRUSSELS,
LISBON, PARIS): A SPRINGBOARD
TO LISTING FOR START-UPS AND
FAST-GROWING SMEs
Euronext Access+ is a special compartment of
Euronext Access that is tailored to the needs of
start-ups and SMEs. Euronext Access+ acts as a
springboard to other Euronext markets, helping
companies transition smoothly and adapt to market
practices. Euronext Access+ has its own listing
criteria, and companies admitted to trading on this
market enjoy special assistance and greater visibility.
EURONEXT
EURONEXT ACCESS
EURONEXT ACCESS +
&
EURONEXT GROWTH
817
total number
of issuers
215
total number
of issuers
223
total number
of issuers
294
number of Tech
companies (36%)
63
number of Tech
companies (29%)
134
number of Tech
companies (60%)
266m
average deal size
at IPO
20k
average deal size
at IPO
23m
average deal size
at IPO
1389m
average market
cap at IPO
57m
average market
cap at IPO
93m
average market
cap at IPO
Source:
Euronext : number of issuers as
of 31.08.2018, average data over
5Y (2012-2017) excluding merger
operations
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A guide to listing on the stock exchange I EURONEXT
A CROSS-SECTION OF IPO CANDIDATES
The profiles below illustrate sector and typology analyses
of some of the companies that launched IPOs on Euronext
markets between 2013 and 2018. They represent an average
profile based on financial indicators at the time of listing.
A sample of 143 IPOs of SMEs since 2012 across Euronext
pan-European markets has been used to build a high-
level picture of companies at their time of listing. Data has
been compiled from issuers' prospectuses and averages
have been computed per category, exception made of the
measurement of three-year sales growth, where the median
was more relevant.
Sectorial categories follow the International Classification
Benchmark (except for Tech companies where innovation
level was a screening criteria), while the Family-owned
category falls in line with Euronext standard definition.
Last, the International Expansion category only includes
companies that chose the IPO as a means of raising capital
to expand their business outside domestic frontiers.
TYPICAL IPO
CANDIDATES
103
41
38
41%
310
Technology, media
and telecoms (TMT)
Market cap at IPO
(m)
Funds raised
at IPO
(m)
Sales
at IPO
(m)
3Y sales
growth prior
to IPO
# of employees
at IPO
Retail (B2C)
549
136
636
2398
Market cap at IPO
(m)
Funds raised
at IPO
(m)
Sales
at IPO
(m)
3Y sales
growth prior
to IPO
# of employees
at IPO
15%
Biotech
39
145
60
Market cap at IPO
(m)
Funds raised
at IPO
(m)
Sales
at IPO
(m)
3Y sales
growth prior
to IPO
# of employees
at IPO
1%
11
Family-owned
61
156
261
Market cap at IPO
(m)
Funds raised
at IPO
(m)
Sales
at IPO
(m)
3Y sales
growth prior
to IPO
# of employees
at IPO
71%
87
International growth
(all sectors and sizes)
101
172
227
Market cap at IPO
(m)
Funds raised
at IPO
(m)
Sales
at IPO
(m)
3Y sales
growth prior
to IPO
# of employees
at IPO
58%
117
Medtech
29
93
42
Market cap at IPO
(m)
Funds raised
at IPO
(m)
Sales
at IPO
(m)
3Y sales
growth prior
to IPO
# of employees
at IPO
34%
6
Industrial
73
164
1121
Market cap at IPO
(m)
Funds raised
at IPO
(m)
Sales
at IPO
(m)
3Y sales
growth prior
to IPO
# of employees
at IPO
12%
263
TO LIST OR NOT
TO LIST?
Considering an IPO in the next 3 years?
Our pre-IPO programmes for growing
companies help you decidefor free.
TECHSHARE
A pan-European programme that
helps innovative companies use
financial markets to grow.
With TechShare, entrepreneurs
can decide whether an IPO is
the right solution for their
development projects.
WHO IS IT FOR?

Executives only

Tech companies (TMT, Digital, Life sciences, Cleantech)
with growth ambitions

Likely to be interested in capital markets within 2-3
years

Sufficient company maturity/development
FAMILYSHARE
A programme designed to make family businesses aware
of financing solutions offered by the stock exchange, and
to help them prepare for and navigate the challenging
processes of funding, inheritance planning and remaining
independent.
WHO IS IT FOR?

Executives, shareholders and family members

Family businesses with growth ambitions that may
require access to capital markets for debt or equity
issuance (IPO) in the next 2 to 3 years

Family-owned companies seeking new ways to stay
sustainable, preserve their values, motivate the next
generation, increase employee shareholding, attract
and retain talent, and more.
Learn more about TechShare:
tech.euronext.com
Learn more about FamilyShare:
euronext.com/family-business
FROM
TECHSHARE/
FAMILYSHARE
TO IPO
TechShare 2015-16
IPO in February 2017
9.4m raised
TechShare 2015-16
IPO in June 2017
39.8m raised
TechShare 2015-16
IPO in October 2017
19.6m raised
TechShare 2017-18
IPO in April 2018
13.6m raised
FamilyShare 2017-18
IPO in June 2018
38.7m raised
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A guide to listing on the stock exchange I EURONEXT
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A guide to listing on the stock exchange I EURONEXT 2018
A guide to listing on the stok exchange I EURONEXT
PUBLIC
COMPANY
A NEW CHAPTER
Entrepreneurs rightly view stock market listing as a
milestone, but it is a beginning, not an end. An IPO marks
the start of a new journey: when companies go public,
they agree to comply with a full range of regulatory and
strategic requirementswith all that this implies.
REACHING OUT TO
INVESTORS

Companies whose market debut attracts institutional and
retail investors begin a new existence, where success is
shaped by the quality of their relationship with the market.
This is because listing is now the core of their financial
and growth strategy. An IPO goes well beyond regulatory
issues, day-to-day market performance and the capacity to
raise more capital. Listing is an asset to be maintained and
carefully tended; it is a resource that the company can use
to seize new opportunities to grow, either organically or
through M&A.
KEY FEATURES OF SUCCESSFUL LISTING:

Transparency and visibility

Regular communications and consistency

Investor confidence

Effective use of markets
FINANCIAL COMMUNICATIONS
One of the main differences between private and public
companies is the amount of information the latter must
provide to the market. From the regulator's point of
view, financial information must be accurate, detailed
and published in good faith, and it should be released
according to an agreed annual calendar. In the meantime,
events that are likely to influence investor perceptions of
the businessand thus its share price and valuemust be
announced immediately and to all investors at the same
time.

Successful investor relations demand forward planning and
attention to detail:

Future announcements must be prepared carefully to avoid
catching the market off guard

The company should develop a global communications
strategy that updates the market on key developments
outside of regular financial announcements, without
going overboard

3 KEY
POST-IPO
QUESTIONS
Is your business in a position
to meet both regulatory
requirements and shareholder
expectations over the long term?
How can you use listing as
an opportunity to continue
transforming your business?
How can you manage shareholder
expectations while fostering trust
and engagement?
LIFE AS A




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A guide to listing on the stock exchange I EURONEXT
A PARTIAL LIST OF ONGOING OBLIGATIONS FOR LISTED COMPANIES
EURONEXT
ACCESS
EURONEXT
ACCESS+
EURONEXT
GROWTH
EURONEXT
Financial reporting:
annual
Unaudited annual financial
statements
Annual financial report (audited
annual financial statements,
business report and auditors' report
on the annual financial statements)
Annual financial report (annual
financial statements, business
report and auditors' report on
annual financial statements)
Annual financial report (audited
annual financial statements,
business report and auditors'
report on annual financial
statements)
Financial reporting:
semi-annual
Not required
Unaudited semi-annual financial
statements and business report
Unaudited semi-annual financial
statements and business report
Semi-annual financial statements,
business report and auditor's
report on semi-annual financial
statements
Non-financial
reporting: annual
Report on corporate governance
Report on corporate governance
Report on corporate governance
Report on corporate governance,
report on internal control and
declaration of auditor's fees
Legal Entity Identifier
(LEI)
Yes
Yes
Yes
Yes
Financial/Investor
Website
Yes
Yes
Yes
Yes
Price-sensitive
information & decla-
ration of management
transactions
Applicable
Applicable
Applicable
Applicable
Insider lists (internal
document)
Applicable
Applicable
Applicable
Applicable
Intermediary
Not required
Listing Sponsor
Listing Sponsor
Not required
Availability of
preparatory documents
for the AGM
Yes
Yes
Yes
Yes, on the company's website
Disclosure of threshold
crossing (capital or
voting rights)
Not applicable
Not applicable
Applicable
Applicable
LIFE AS A
PUBLIC COMPANY
BEYOND REGULATORY
REQUIREMENTS
Issuers build trust over time, in part by demonstrating
management's willingness to go above and beyond the basic
financial information required by regulations.
Concretely, management representatives must make
themselves available to investors and attend all traditional
investor relations meetings. But they should also seize
opportunities to interact with investors at other times,
articulating clear messages on management's vision and the
company's markets and goals.
EQUAL TREATMENT OF SHAREHOLDERS:
THE BASICS
All company shareholdersemployees, individuals and
institutionsmust be treated fairly and equitably. All must
receive the same content from the same channels, and access
to management comments must be the same.
The digital revolution makes it easier to respect this basic
principle, thanks in particular to:

Compulsory use of an approved wire service for "broad,
simultaneous and safe" transfer of financial data by all listed
companies

Access to executives' statements via audio recordings,
video recordings and live conferences broadcast over the
internet, made available to anyone who is interested
STRUCTURED COMMUNICATIONS
STRATEGY

A fully operational communications plan is essential, not only
to promote share trading and liquidity, but also to comply with
reporting, transparency and news flow targets.
Events that a listed company can use to structure its
communications include:

Half-yearly and annual meetings for analysts/investors (in
France, those are generally organised with SFAF, the French
association of financial analysts)

Conference calls with analysts when quarterly results are
published

Annual general meetings of shareholders

Investor forums organised by Euronext and brokers

Theme days and site tours organised by the company,
especially if its business lends itself to this type of
interaction

Meetings with individual shareholders during dedicated
events, including trade fairs, and meetings with investor
clubs and associations

Roadshows with foreign investors
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A guide to listing on the stock exchange I EURONEXT

$



FINANCE STRATEGIC TRANSACTIONS
After their IPO, listed companies are free to make additional calls on the
market. But their shares can also serve as a virtual currency in strategic
mergers and acquisitions.
Public Takeover Bids and Public Exchange Offers are built on the quality of
fundamentals and an assessment of the value of the initiating party. In most
cases, financing of the acquisition or the exchange price will be determined
by the parity between the two companies concerned. Here listing on Euronext
provides an immediate calculation of company value in the form of the share
price, which can serve as a benchmark for structuring the deal.
MARKET FOLLOW-ONS
Listing on Euronext gives companies virtually unlimited
access to capital, provided they comply with the rules for
trust and compliance set out above. Having made its market
debut, a listed company can raise capital and do strategic
deals far more easily because listing opens doors. This is
the payoff for a successful listingone that provides solid,
compelling information and attracts enthusiastic investors.
NEW CALLS ON THE MARKET
When companies return to the market to raise additional funds,
they are generally looking to finance growth, e.g.:

Fresh funding for essential R&D

Opening to new markets / countries

Acquisitions
Additional rounds of funding can be used to:

Strengthen the company's capital base

Achieve a better balance of equity and debt

Offer partners or shareholders an opportunity to raise their
stake in the company

Fund employee shareholding plans
There are two ways to raise capital: through a public placement
or a private placement. With a private placement, the issuer
can finalise the transaction quickly by limiting the shares on
offerunder certain conditionsto a predetermined group of
qualified institutional investors. By contrast, a public offer will
reach the largest possible number of investors but requires the
regulator's approval of the prospectus and greater investment
in time and marketing.
When their financial profile and business fundamentals are
aligned, companies can also issue bondslisted or notto raise
debt and round out equity.
Some hybrid products combine debt and equity. This is the
case of convertible bonds, a common means of raising funds;
such issues are easier when an underlying product is listed on
the stock market.
THE EQUITY STORYKEY
TO A RELATIONSHIP BUILT
ON TRUST
From the very start of the listing process, company leaders
must define their goals for the next three to five years, their
shareholder strategy, and their financing requirements.

These three pillars will determine their key messages to
markets, defining the language they use, their business model,
and their aims and aspirations. What the company needs is a
clear and compelling equity storythe narrative that managers
will use to present it to investors. This is the basis for all
interaction; as such, it will be challenged, adjusted and adapted
for each financial meeting.
The ultimate aim is to build a stock market "brand" with appeal
for investors. This brand becomes a key asset throughout
the company's market launch and growth, helping it through
disruptions and tough times, but also serving as a starting point
for any new appeal to investors. A compelling equity story
helps financial communications teams meets three key goals:

Relaying a clear picture of the company's business, market,
competitive environment and strategy

Winning investor buy-in for the company and its strategy

Aligning the company's stock market positioning (growth,
return, etc.) with its operational performance and financial
results
7 ESSENTIAL WEBSITE
COMPONENTS FOR INVESTORS
Message from the chairman/
founder/management team
Company's KPI
Financial communications
searchable archive of press
releases organised by year
Legal and regulatory
informationarchive of financial
reports and information on
shareholder meetings
Corporate governance
Share profile
Key dates/financial events
LIFE AS A
PUBLIC COMPANY
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ATTRACTING
INVESTORS A STRATEGIC APPROACH
TO INVESTOR RELATIONS
Growing companies naturally take a structured, dynamic
approach to their relationship with clients. Likewise, successful
relations with shareholders and investors must be structured,
smart and dynamic, backed by a business strategy dedicated
to growth. In concrete terms, this means companies must:

Retain close ties to sources of finance

Actively shape their shareholder profile(s)

Lay the groundwork for seamless reclassification of shares
and exits from lock-up periods in the post-IPO period

Be able to contact key shareholders at all times
IDENTIFYING, LISTENING TO AND
UNDERSTANDING SHAREHOLDERS
To deploy a successful investor relations strategy, companies
need an accurate list of all existing and potential shareholders.
As with any communications strategy, this means identifying
targets and making efficient use of databases.
Companies that do so can connect with the right contacts in a
timely way, and also:

Keep close track of changes in share ownership

Be aware of new profiles/targets to meet

Connect with shareholders for roadshows, surveys, etc.

Shape the market consensus
All of which requires a serious investment in time and
database management. One option is to assign this task to an
in-house Investor Relations Officer; another is to outsource
the function to a specialised expert whose brief will include:

Conducting an annual shareholder identification analysis
(based on registered shares)

Targeting new investors (specialised institutionals or
others) to promote the company's strategy of shareholder
diversification and roadshows.
WHO ARE YOUR
INVESTORS, AND WHAT
DO THEY EXPECT?
With some 2,000 small and midcap listed companies
in Western Europe, investors are spoiled for choice
and competition is fierce. To win shareholder favours,
listed companies must differentiate their offer, crafting
sophisticated marketing strategies for their message (as
described in the equity story section above) and targets.
TARGETING INVESTOR PROFILES
Listing on Euronext gives companies access to several million
individual investors and hundreds of asset management
companies and institutional investors. These represent a wide
variety of profiles, with very different management styles
(growth, value, GARP, etc.), from an equally wide range of
regions and countries.
Investor aims and roles vary significantly:

Institutional investors: asset managers, insurers, pension
and sovereign wealth funds focus on capital gains within a
1 to 3-year investment horizon on average. They are usually
the largest contributors to financing rounds

Family Offices and private banking: managing assets for
high net worth individual with a long-term perspective

Retail investors: individuals managing their personal
savings. They are more sensitive to sector/product exposure
and management performance. They help boost liquidity
and are usually loyal shareholders
Investors want an easy-to-understand business model with
clearly identified growth vectors. Quality of management and
governance are also key criteria, with management all the more
important for small companies.
More generally, investors and analysts seek transparency in
corporate communications. This means publishing high quality
information with clear, simple, accurate content explaining all
the ins and the outs. Access to management is also critical.
HOW SELL-SIDE
ANALYSTS INFLUENCE
INVESTMENT DECISIONS
Equity sell-side analysts following the share play an essential
role in the life of a listed company, starting with the IPO
process and continuing throughout the company's experience
on the exchange.
During the IPO, the company defines its KPIs (Key
Performance Indicators) in coordination with analysts and
advisors, allowing advisors to track its performance very
closely. KPIs let them look to the future and relay informed
views to the financial communitywhich is another reason
why KPIs must reflect the company's business as accurately
as possible.
Similarly, analysts are the first to relay the company's equity
story when it lists, and are the first sources of information
for potential investors. It is thus in the company's interest to
maintain close ties with analysts, keeping these experts up on
any new developments so that they can track its performance
and analyse its value. It is based on all of their estimatesof
revenue, earnings, ratios, etc.and thus all of the business
and financial indicators the company produces. Expectations
are often high, and the company must keep close watch over
any gap (positive or negative) between its own estimates and
analysts' projections.
HOW TO WIN OVER
RETAIL INVESTORS
AND PROMOTE LOYALTY
The retail part of the IPOwhich in some sectors will exceed
the minimum 10% thresholddetermines the company's post-
IPO communications and marketing strategy. Retail investors
may operate through investment managers or advisors,
or invest directly through accounts that they manage
themselves. In any case, they play a key role in share liquidity
and reputation.
The challenge facing the listed company is thus to optimise its
cost/useful contact ratio in marketing terms, by:

Maximising leverage of opinion leaders and other
influencersmedia, analysts, investment clubs

Digitising direct contacts through a special section of
its corporate website, use of social media and other
community sites, and sharing digital content (letters
to shareholders, corporate videos, interviews with
management, etc.)
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HOW TO STRUCTURE
INVESTOR RELATIONS
For a small company, successful investor relations
hinge on management, starting with the CEO and
CFO. As operations grow, pressure will rise as markets
demand more information and more attention, forcing
executives to juggle time spent actually managing the
business and time spent on investor relations.
The following questions are useful:

Am I spending enough time with investors to
answer their questions?

Am I focusing on the right strategic issues?
(decisions, content)

Do I have all the information I need to assess our
relations with investors and take the right decisions?
Depending on the answers to these questions, the listed
company may opt to outsource all or part of its investor
relations and financial communications functions.
CONNECT WITH THE
RIGHT PARTNERS
Investor relations can be handled in-house or outsourced.
But the function gains in efficiencyand effectiveness
when the plan developed by management is backed by
specialised intermediaries.
RETAIL INVESTORS WANT:
Clear, informative communications
Ready access to information and company representatives
Equal treatment
ATTENTIVE,
DEMANDING FOLLOW-UP
LEADS TO HIGHER
LIQUIDITY
Investor interest in a company
hinges on the pronouncements
of sell-side equity analysts, which
shape the share's liquidity and
ultimately encourage more analysts
to start following it.
But to kickstart this virtuous circle,
newly listed companies must go all
out to make analysts aware of their
business and value from the very
start.
Equally important, companies must
make other potential investors in
all countriesinstitutionals, funds,
private management, family offices,
etc.aware of the opportunity they
represent.
RETAIL INVESTORS ARE PUT OFF BY:
Overly technical messages/content targeting specialists alone
Transactions diluting share value that exclude them
The perception that they are second-class shareholders
.
STRENGTHEN
SHARE CAPITAL,
ATTRACT TOP
TALENT
You can use other
approaches to raise
fundsand in the process
create share ownership
plans to incentivise
employees.
This is especially useful in making
a small, innovative company more
attractive to its workforce.

Examples include:
Stock options
Bonus shares
Shares with
equity warrants
ATTRACTING
INVESTORS
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A guide to listing on the stock exchange I EURONEXT
OUR
MISSION
AN EXTENSIVE SUITE OF
SERVICES TO ISSUERS
EURONEXT SUPPORTS YOU ALL ALONG
YOUR FINANCING JOURNEY. WE HELP YOU
EVALUATE THE FINANCING ALTERNATIVES
AVAILABLE TO YOUR COMPANY AND ADVISE
YOU ON ALL ASPECTS OF GOING PUBLIC
REGARDLESS OF WHERE YOU MAY BE IN
YOUR EVALUATION PROCESS.
Whether you are a small company or a large one, based in
Europe or abroad, our markets are specifically designed
to cater to your particular needs to benefit from improved
access to capital to fuel your future growth and development,
increased global profile and access to liquidity.
PROVIDING THE BEST
MARKET FOR YOUR
COMPANY SHARES

With more than 1,300 companies listed, Euronext markets are
the largest, most integrated and proven capital markets in
Europe to help you reach the next stage of your development.
With access to an unrivalled network of investors and
professional advisers, Euronext offers proven, cost-effective
capital raising opportunities, from equity to debt capital
markets.
Your securities will be traded on our next-generation Optiq
platform, that connects and integrates all of our European
markets and enables you to access a broad and deep investor
base comprising Eurozone, UK, US and international investors.
EXPERT ASSISTANCE
TO LISTED COMPANIES:
EXPERTLINE AND
CONNECT
EXPERTLINE
Once your company lists on Euronext, you get immediate
access to ExpertLine, a dedicated team of experts who serve
as its first port-of-call. The ExpertLine team answers your
company's day-to-day questions and allows you to get a better
understanding on the events that may influence your share
price.
CONNECT
Connect is your market information web portal. With Connect,
you get access to market data, your order book in real-time
as well as a live chat with the ExpertLine team. Connect
also enables you to publish your press releases, update your
company profile and financial calendar.
USING THE MARKETS
AFTER LISTING:
EURONEXT CORPORATE
ACTIONS
Being listed on the stock exchange is just the beginning of your
company's financing journey. You might want to further increase
your issued share capital, list preferred stock, list corporate
bonds, changing your name, distributing dividend, changing
an ISIN code, or redeem early on your bonds. Our Corporate
Actions team is ready to advise you and execute all your market
operations.
BENEFIT FROM MAJOR
STOCK MARKET INDICES'
VISIBILITY
Euronext develops, manages, calculates and publishes close
to 400 indices of all sizes and profiles. Examples of the most
famous indices in Europe include the CAC 40 in France, the
AEX in the Netherlands, the BEL 20 in Belgium and PSI 20 in
Portugal.
Being part of an index has many benefits for companies and has
an impact on visibility, liquidity and media coverage. The number
of financial analysts who cover the index components usually
increases for companies which are included in indices. Trading
volumes can also be impacted through index-linked products
such as ETFs and index funds. Euronext is home to 10,000+
ETFs and funds based on indices.
SOLUTIONS AND
ADVISORY FOR LISTED
COMPANIES: EURONEXT
CORPORATE SERVICES
On request, Euronext's corporate services provide you with
the most efficient solutions and advisory services in investor
relations, communication, governance and compliance; to
help you make the most effective use of capital markets.
These services empower listed companies with cutting-edge
solutions and tailor-made advisory services at every stage of
their financing journey. To learn more, visit corporateservices.
euronext.com
Because we are convinced that joining capital markets is one of the most significant decisions your company will take,
Euronext provides you with a comprehensive suite of services to ensure your capital market experience is a success.
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GLOSSARY
Admission:
Admission of securities to trading on Euronext.
Admission document:
A specific document produced by a company seeking to have its
securities admitted to Euronext.
Banking Syndicate:
A banking syndicate is a group of people responsible for
researching, marketing and pricing bonds, loans or stocks of
companies. The syndicate desk may also be referred to as the
syndicate team. The role of a syndicate desk is important for
companies wishing to launch or issue a new deal to the market so
that they can get the right price and, subsequently, buyers.
Book-building:
The process by which an underwriter sets the price for an
initial public offering (IPO) based on demand from institutional
investorsa common strategy for large IPOs in which institutional
investors play a major role. In such cases, the Admission Document
does not specify a fixed price. Instead, the price is determined
through an institutional offer at a completely open price or at a
price within a range. The institutional offer price is determined
through a book-building process led by one or more brokers, in
which institutional investors submit bids for a number of shares and
indicate the price they are prepared to pay. The final share price
reflects institutional demand as well as other factors including retail
investor demand and the desire for an orderly aftermarket.
Broker:
A corporate advisory firm that provides capital-raising,
stock-broking and research services.
Capital:
Funding for investment in capital assets or to operate a business.
Also refers to the value of an investment in a business, or in assets
such as property or shares.
Direct listing:
Admission of existing shares to trading with no capital increase.

Dividend:
Distribution of part of a company's net profit to shareholders,
usually expressed as a number of cents per share.
Equities:
A synonym for shares. Equities represent part-ownership of a
company, as distinct from debt securities such as bonds and
debentures.
Equity Capital Market (ECM):
The equity capital market (ECM) are financial institutions aiming
to help companies raise equity capital. It consists of the primary
market for private placements, initial public offerings (IPOs) and
warrants; and the secondary market, where existing shares are sold,
and futures, options and swaps are traded. An ECM group will work
closely with a client to organize transactions, structure the equity
offering, and to improve valuation.
Extension Clause:
The extension clause is a clause that allows a company to be
more flexible in issuing securities. The extension clause gives the
company the possibility to adjust its issue of shares or bonds
according to the demand by the various categories of investors, and
thus to increase or reduce its creation of securities.
Float:
The initial raising of capital by public subscription to securities, such
as shares offered on the market.
GAAP:
Generally accepted accounting practices.
Greenshoe Option (Also called Over-Allotment Option):
A greenshoe option is an over-allotment option. In the context of
an initial public offering (IPO), it is a provision in an underwriting
agreement that grants the underwriter the right to sell investors
more shares than originally planned by the issuer if the demand for
a security issue proves higher than expected.
IFRS:
International Financial Reporting Standards.
Information Document: a document containing, according to
the particular nature of the transaction, of the Issuer and of the
Securities to be admitted to trading on Euronext Growth or
Euronext Access information (e.g., assets and liabilities, financial
position, profit and losses, and prospects of the Issuer and any
guarantor (if applicable), and of the rights attaching to such
Securities) enabling investors to make their investment decision.
The content of the Information Document is specified in appendix
of market targeted Rules.
Investment bank:
A financial intermediary performing a range of services, including:
underwriting; acting as an intermediary between companies and
investors; facilitating mergers, acquisitions and other corporate
reorganisations; and acting as a broker for institutional clients.
IPO:
Initial Public Offer. The first sale of shares by a company to the
public.
Liquidity:
Ability to convert assets into cash easily, quickly and with little or
no loss of capital. A liquid market has enough participants to make
buying and selling easy.
Listing:
Admission of a company's shares to trading on a public market.

Market Abuse Regulation (MAR):
The EU Market Abuse Regulation, which entered into force in 2016,
addresses insider dealing, unlawful disclosure of inside information
and market manipulation, and includes provisions to prevent and
detect these. It also requires that certain types of information be
disclosed to the market without delay.
Market capitalisation:
The total number of issued shares multiplied by their market price.
This can be applied to calculate the value of a single company or all
of the companies listed on an exchange.
Private placement:
Placement of equity securities with a select group of professional/
qualified investors.
Prospectus:
A formal legal document that must be approved by the competent
national authority before a company can offer securities to the
investing public or have its securities admitted to trading on a
regulated market, including:

Shares and other securities entitling holders directly or indirectly
to a capital interest or voting rights
Debt instruments
Equivalent instruments issued on the basis of foreign rights.
Registration document:
A special document produced by a company seeking to have its
securities admitted to trading on Euronext markets.
Securities:
A general term applied to all shares, debentures, notes, and
government bonds.
Shareholder:
A holder of any legal or beneficial interest, whether direct or
indirect, in a Euronext-listed security.
Small and medium-sized enterprises (SMEs):
Euronext classifies a company as a small and medium-sized
company when its market capitalisation is inferior to 1bn.
Underwriter:
Entity that guarantees the listing company that the IPO will raise
the desired funds and that it (the underwriter) will absorb any
shortfall.
USEFUL
CONTACTS
Euronext's dedicated
listing specialists are
happy to answer any
questions your company
may have regarding the
listing of securities on one
or more of our European
cash markets.
At Euronext, our team is
committed to building
a global network that
extends beyond our
national markets. Any
foreign company may
be admitted to listing/
trading in one of our
member exchanges in
Amsterdam, Brussels,
Dublin, Lisbon, London
and Paris, provided they
meet the necessary
criteria.
France
Eric Forest
Tel: +33 1 70 48 26 20
eforest@euronext.com
Alain Baetens
Large Caps
Tel: +33 1 70 48 27 32
abaetens@euronext.com
Guillaume Morelli
SMEs
Tel: +33 1 70 48 26 25
gmorelli@euronext.com
Frdric Martineau
Ile de France and East regions - SMEs
Tel: +33 6 74 79 79 20
fmartineau@euronext.com
Frdric Boiffin
West region - SMEs
Tel: +33 2 40 44 62 75
fboiffin@euronext.com
Nicolas-Gaston Ellie
South-West region - SMEs
Tel: +33 5 56 79 50 78
ngellie@euronext.com
Alexis Janin
Rhne-Alpes, Auvergne, Bourgogne,
and East regions - SMEs
Tel: +33 6 84 35 99 17
ajanin@euronext.com
Guillaume Mordelet
South East region - SMEs
Tel: +33 4 91 13 46 46
gmordelet@euronext.com
Netherlands
Ren van Vlerken
Tel: +31 2 07 21 42 93
rvanvlerken@euronext.com
Anneke Hoijtink
Tel: +31 (0)20 721 4297
ahoijtink@euronext.com
Belgium
Benoit Van Den Hove
Tel: +32 2 620 15 20
bvandenhove@euronext.com
Portugal
Filipa Franco
Tel: + 35 1 210 60 06 23
ffranco@euronext.com
U.K. & Ireland
Orla O'Gorman
Tel: +353 1 617 51 30
oogorman@euronext.com
Germany
Sebastian Grabert
Munich
Tel: +49 1 60 94 93 15 05
sgrabert@euronext.com
Michael Schatzschneider
Frankfurt
Tel: +31 2 07 21 43 02
mschatzschneider@euronext.com
Italy
Giovanni Vecchio
Tel: +39 3 356 83 78 92
gvecchio@euronext.com
Spain
Susana de Antonio
Tel: +34 9 15 72 65 35
sdeantonio@euronext.com
Switzerland
Dr. Sren Bjnness
Tel: +41 7 63 86 80 07
sbjoenness@euronext.com
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A guide to listing on the stock exchange I EURONEXT
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A guide to listing on the stock exchange I EURONEXT
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