Raising Capital in London.ppt

10 June 2008 Raising Capital in London IPO Timing in Context Key Legal Requirements for IPO Key Legal Requirements for IPO (cont’d) Key documentation requirements Document Prospectus/Listing Particulars Underwriting Agreement Comfort Letters Roadshow Presentation Relationship Agreement Primary Responsibility Sponsor/financial adviser, Company’s lawyers Sponsor’s lawyers Auditors Sponsor, Company, Roadshow consultant (if used) Company’s lawyers Prospectus document contents Detailed content requirements currently contained in the Prospectus Rules Always subject to the overriding requirement of Financial Services and Markets Act 2000 (FSMA) that a prospectus must contain… “…the information necessary to enable investors to make an informed assessment of – (a) the assets and liabilities, financial position, profits and losses, and prospects of the issuer of the securities; and (b) the rights attaching to the securities.” Both the Prospectus Rules and FSMA require that a prospectus presents a “warts and all” picture of the company Managing the legal risk Planning your strategy Appointment of advisers Tax planning Board/senior management composition Financial reporting Development of equity story/valuation modelling Review company website Checklist for Success Early identification of any special accounting work Anticipate due diligence requirements Carefully plan for availability of management Publicity – follow publicity procedures About White Case White Case LLP is a leading global law firm with 2,300 lawyers in 36 offices in 24 countries. Among the first US-based law firms to establish a truly global presence, we provide counsel and representation in virtually every area of law that affects cross-border business. Our clients value both the breadth of our network and depth of our US, English and local law capabilities in each of our offices and rely on us for their complex cross-border transactions, arbitration and litigation. Whether in established o