Share issues (NewConnect)

NewConnect is a stock market operating in the alternative trading system run by the Warsaw Stock Exchange. As the market characterized by less restrictive formal requirements than Main Market, it creates an opportunity to finance the development of small and medium-sized companies with high potential of growth.

Scope of services

We specialize in providing comprehensive services of raising capital. PROFESCAPITAL serving as a NewConnect Authorised Advisor offers:

 

1. The issuer assessment, his development potential, and a valuation of the company required to carry out an offer.

2. Preparation of the issuer to raise capital:

  • formal and legal advising, including a transformation into a joint stock company,
  • transaction structure advisory.

3. Preparation of the issue:

  • support in the preparation of resolutions for issue of equity of shares,
  • preparation of offering documents (information memorandum, investment teaser, presentation, and share acquisition agreements).

4. Capital raising:

  • road show - presentation of the issuer among the individual and institutional investors (only reliable domestic and foreign financial institutions),
  • coordination of subscriptions and payments supervision.

5. Introduction of instruments to public trading:

  • preparation of Information Document,
  • representing a company before capital market institutions (Warsaw Stock Exchange, National Depository for Securities)
  • coordination of the process of placing financial instruments on the market.

6. Performing the role of Authorised Adviser for a period of at least 36 months:

  • ongoing advising on functioning of financial instruments,
  • advising on the compliance with the Code of Best Practice of NewConnect,
  • support in fulfilling periodic reporting and disclosure obligations of publicly traded companies.

Our role in the private placement and the process of introducing securities to public trading on the NewConnect.

 

Raising capital on the market can run in a twofold form, through:

  • private placement, and
  • public offering.


To carry out a private placement, it is necessary to prepare the information memorandum which is a document based on which the shares of issuer are offered. Private placement is addressed up to 149 investors. An introduction to exchange trading is based on an information document prepared and approved by the Authorised Adviser. Whereas public offering requires a preparation of the issue prospectus that must be approved by the Polish Financial Supervision Authority.

Private placement and an introduction of instruments to exchange trading is a less complicated process than the public offering, but nevertheless it is still a multifaceted process that involves many institutions.

When shares are issued, necessary investment documents prepared and capital raised, the issuer applies for the status of a participant in the National Depository for Securities and for the dematerialisation of shares. Then, with a support of the Authorised Adviser an information document is being prepared. The company’s Authorised Adviser is responsible for the reliability of the prepared document, its conformity with NewConnect rules and regulations, as well as for managing the whole project of instruments’ introduction to public trading until the day of debut. The company’s shares first trading date takes place at the request of the issuer, with prior resolution of WSE Management Board concerning introduction of instruments to the alternative trading system on the NewConnect market.

According to the NewConnect market rules Authorised Advisers are obliged to support companies in periodic reporting and disclosure obligations for at least 36 months since their debut. The institution of Authorised Adviser guarantees the reliability of companies, prepared documents and due diligence in carrying out standards of the company functioning on the deregulated market. 

Our experience