Scaling to an IPO-Converted
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Nasdaq Scaling About Nasdaq Nasdaq A DIVERSIFIED PORTFOLIO FOCUSED ONGROWTH NASDAQ’S GLOBALPRESENCE Creating High Quality Markets Around The World NORDICS & BALTICS THE U.S. 1116 2841 COMPANIES COMPANIES 3 Nasdaq: A history of innovation &growth Helsinki Securities Riga Stock Launch of NASDAQ Exchange is Exchange is Private Market established established Acquisition of Philadelphia and Boston Iceland Stock Exchange Stock Exchanges is established NASDAQ goespublic Copenhagen The Maloney Act NASDAQ First Securities generates the creationof MIFID IDirective Kraft Foods NASDAQ OMX North – reach Exchange is the National Association has been switches to becomes more than 300 established of Securities Dealers NASDAQ-100 introduced NASDAQ Nasdaq listed companies (NASD) 1808 1912 1920 1934 1971 1980 1986 1992 1994 2000 2004 2007 2013 2015 2017 Stockholm February 8,1971 – Vilnius Stock NASDAQ Securities NASDAQ is Exchange is surpasses the Exchange is incorporated established New YorkStock Acquisition of Thomson established Exchange in Reuters Corporate yearly share Services, with over NASDAQ 10,000 global clients volume IPO Task Force NASDAQ acquires Report in all 3 Nordic Countries The MarketSite shareholder.com opens, located in Armenian Stock PepsiCO switches the heart ofTimes Exchange is to Nasdaq Tallinn Stock Square established. Exchange is established in First North Estonia Nasdaq acquisition of OMX The first exchange to openan goes live Group. office in Silicon Valley Powering over 70 exchanges in 50 countries Nasdaq Nordic Euopean Leader in Number of New IPO’s H12018 Number of new IPO’s 45 41 40 37 35 30 25 20 15 15 13 12 11 12 9 10 8 6 5 3 0 1 0 0 Source: PwC * EU and Exchange Regulated market Snapshot of Nasdaq First North 67 €707M Number of IPOs in2017 Total Capital Raisedin 1% 1% 2017 6% 7% Basic Materials 19% Consumer Goods 9% Consumer Services €10,5m 9 Financials 4% Average Capital Raisedin International Companieson Health Care 2017 FN Industrials 14% Oil & Gas 18% Technology Telecommunications Utilities 22% 332 €17B Number of FNListed Market Value ofFN Listed Companies Companies 6 Creating SME Growth 73 Since its launch in 2007, 73 companies have taken the step from Nasdaq First North to the MainMarket. 555 332 companies are listed on Nasdaq First North and Nasdaq First North Premier, and 223 on the main market in the small cap segment in the Nordiccountries. 7 Listed Companies Create Bettter Job Growth 12,06 % 6,02 % First North-listed Non-listed The analysis is based on data covering 5 653 Swedish companies with a turnover of 10 - 500 million SEK in the reported statistics 2015-2016 to UC Alla Bolag AB. Scaling to an IPO Etsy was a 3,5 Billion USD IPO ETSY I PO - $3.5B Valuation 10 Scaling is like changing the wheels on a car whilst driving 200 KM/hr on the Motorway… IMAGE: CHAD DICKERSON, ETSY 11 Uncertainty needs to bemanaged “When there’s uncertainty in the workplace, it can cause a threat response in employees,” “During an IPO, people are particularly insecure about the future of their company and their place in it.” 12 Key Areas of Focus • Compliance • Impact on company culture and communications with employees • Compensation program direction Use your pending IPO as a tool for attracting top talent to your company and board To manage this transition, companies must realign their people around their go-forward strategies and growth prospects, while simultaneously preparing them for new communications constraints. Employees should be educated about the rationale for a public listing, how the listing will benefit them, and – perhaps most critical – what new responsibilities the company must assume as a publicly traded entity 13 Culture/Communication • The most significant impact relates to how public-company executives communicate with employees. It remains vital to keep people informed; however, executives must be careful what they say—and when and how they say it. • It is common for the CEOto hold employee meetings either live or via video for viewing by employees on the day quarterly earnings statements are announced. • HR needs to be cognizant of employee-morale implications of a rising or falling stock price. With executive compensation in the public eye, there can be morale issues based on perceptions of high levels of compensation during negative events such as layoffs. 14 Equity-based compensation plan design Publicly traded stock provides a new form of “compensation currency” that can be used as an incentive and retention tool for top performers who are not necessarily part of seniormanagement. Clearly, this needs to fitwith the company’s overall compensation philosophy and must be affordable. Conversely, equity-based programs previously offered might be curtailed ifthe number of shares available is more limited due to dilution concerns. 15 Recruit the right knowhow Do Ihave the right financial staff in place? • Have a CFO who understands both the business and how “Wall Street” works. If you don’t yet have this person on board and need to make a hire, be sure to do so at least a year before your planned IPO. Your CFO will play a central role in marketing your IPO and should have several quarters to learn the business and ensure she has necessary visibility. Your CFO also will need time to build out her team and systems to support public company demands Be prepared to devote lots of time to investorrelations. • The CEOs and CFOs routinely spend 20-30% of their time during the first year as a public company on I.R.To be prepared to devote this kind of time, you’ll need to have a strong team internally who can step in for you while you’re out educating investors. Is your board of directors up tosnuff? As a public company, your board of directors will become much more visible, so it's even more important to have the right team. "There are a number of requirements that public companies have independent board members," You'll also need to have board committees charged with particular tasks, such as auditing and compensation. Start the process of identifying and recruiting new board members at least a year before filing for an IPO 16 Clearly, HR in a newly public company assumes significantly greater accountability, and HR leaders need to prepare their staff to accept this accountability. However undoubtebly being a public company will provide the HR team with more tools to work with to potentially provide a more dynaic and rewarding workplace. 17 Summary: 10 Motives tolist a growth company More liquidity – always a valuation for the Need for capital – acquisition, expansion, company internationalization Potential customers, suppliers, employees etc. Develop a global shareholder base prefer publicly quoted companies Part of social licensing A quality stamp and higher public profile Increased visibility and credibility Getting the most out of the financial market Gateway to new markets – Visibility for Liquidity for employees and founders company’s business & products 18 Thank you! Adam Kostyál Head Of Listings Nordics andEurope +46 734497145 [email protected] 19.