Grzegorz Zawada_Listings Session

8/10/2019 Grzegorz Zawada_Listings Session

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Wersja robocza

NewConnectPROPOSITION FOR SME COMPANIES

September 2014
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EU GDP (%) 2008 2009 2010 2011 2012 2013f 2014f

2008-2013

accumulated

GDP

Poland 5.1 1.6 3.9 4.5 2.0 1.6 2.2 20.15

Slovakia 5.8 -4.9 4.4 3.0 1.8 0.9 2.8 11.13

Malta 3.9 -2.8 4.3 1.4 1.1 2.9 1.8 11.11

Sweden -0.6 -5.0 6.6 2.9 0.9 1.6 2.5 6.19

Romania 7.3 -6.6 -1.1 2.3 0.6 3.5 2.2 5.57

Germany 1.1 -5.1 4.0 3.3 0.7 0.4 1.8 4.21

Bulgaria 6.2 -5.5 0.4 1.8 0.6 0.9 1.7 4.12

Austria 1.4 -3.8 1.8 2.8 0.9 0.3 1.8 3.31

Belgium 1.0 -2.8 2.3 1.8 -0.1 0.2 1.2 2.34

Lithuania 2.9 -14.8 1.6 6.0 3.7 3.3 3.6 1.14

Czech Republic 3.1 -4.5 2.5 1.8 -1.0 -0.9 1.6 0.80

France -0.1 -3.1 1.7 2.0 0.0 -0.2 1.1 0.62

Luxemburg -0.7 -5.6 3.1 1.9 -0.2 2.1 1.6 0.35

EU (27 countries) 0.4 -4.5 2.0 1.6 -0.4 -0.1 1.4 -0.93

UK -0.8 -5.2 1.7 1.1 0.3 1.7 1.7 -1.37

Netherlands 1.8 -3.7 1.5 0.9 -1.2 -0.8 0.9 -1.60

Euro area

(18 countries)0.4 -4.5 1.9 1.6 0.7 -0.4 1.2 -1.82

Estonia -4.1 -14.1 3.3 8.7 4.5 2.2 4.0 -1,21

Hungary 0.9 -6.8 1.1 1.6 -1.7 1.1 1.4 -4.10

Denmark -0.8 -5.7 1.4 1.1 -0.4 0.4 1.7 -4.10

Cyprus 3.6 -1.9 1.3 0.4 -2.4 -5,4 -3.9 -4.56

Finland 0.3 -8.5 3.4 2.8 -1.0 -1.4 1.0 -4.78

Spain 0.9 -3.8 -0.2 0.1 -1.6 -1.2 0.9 -5.73

Slovenia 3.4 -7.9 1.3 0.7 -2.5 -1.1 -0.1 -6.33

Portugal 0.0 -2.9 1.9 -1,3 -3.2 -1.4 0.6 -6.79

Ireland -2.2 -6.4 -1.1 2.2 0.2 -0,3 2.2 -7.57

Italy -1.2 -5.5 1.7 0.4 -2.4 -1.9 0.7 -8.72

Latvia -2.0 -17.7 -1.3 5.3 5.2 4.1 4.1 -8.95

POLANDSKEY POSITION IN THE ENLARGED EU

25 years ago Poland opened a new chapter in its history

and initiated the process of important political and socialchange and thorough economic transition.

Poland has become a major actor within the European Union.

One of the biggest countries among new EU members with

38m population.

One of the fastest growing economies in Europe with stable

and solid financial system.

The only EU country that have a positive growth rate during

the recent crisis.

Low Inflation

Stable currency

GDP growth forecast in 2014: 2.5%

2008 - 2013 accumulated GDP: 20.15%

Ratings

- A2 - Stable by Moodys

- A - Stable by S&P

- A - Stable by Fitch

Source: Ministry of Finance, Polish Central Statistical Office, Eurostat, EBOR.

Key statistics:

Economy:


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THE WSE MARKETS IN BRIEF

The Warsaw Stock Exchange organises trading in financial instruments on three markets:

MAIN MARKETin operation since 16 April 1991

supervised by the Polish FSA

notified to the European Commission as a regulated market

law and regulations implementing EU directives

NEWCONNECT

alternative trading system, working since 30 August 2007

organised, maintained and supervised by the WSE

designed for small entities and developing companies

CATALYST

debt instruments market

founded on 30 September 2009consists of two trading platforms: as a regulated market

and as an alternative trading system
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THE SME SECTOR IN POLAND

Source: Report on the Condition of the Small and Medium-Sized Enterprise Sector in Poland,

Polish Agency for Enterprise Development, 2011

STRUCTURE BY SIZE

Total contribution to the GDP: 72,3%

CONTRIBUTION TO GDP

Total share in the market: 99,8%

Microup to 9 employees

Smallbetween 10 and 49 employees

Mediumbetween 50 and 249 employees

Largeover 250 employees

Division of enterprises in Poland:

Medium

80%

Large

20%

Micro

42%

Small (w/o

micro)

11%

Medium

14%

Large

33%

Micro

96.0%

Small (w/o micro)

2.8%

Medium & Large

1.2%


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NEWCONNECT THE MARKET FOR SMEs

for SMEs

Providing solutions for the expansion of high-potential, young and innovative companies

Attracting individual investors

Allocating more resources for R&D

Performing as an enterprise incubator for start-ups

Serving as a preparatory step towards the WSE Main List

for the national economy

Developing companies that account for a substantial part of the GDP

Strengthening Polish stock market position in the CEE region as an efficient network of investors, companies and clients

A strong SME sector is a key reason for the popularity and importance of the NewConnect market.

strong demand for capital

Benefits stemming from the NewConnect market

SMEs

a great potential for a further growtha driving force of the Polish economy


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30th August 2007

c.a. 416 EUR (m)

c.a. 465 EUR (m)

2.38 EUR (bn)

438

10

17

78

11

Markets founding date

Initial offerings value *

Secondary offerings value *

Market capitalization *

Number of companies

of foreign companies

Number of new listings in 2014

Number of Authorized Advisers

Number of Market Animators

Note: as of 4

th

September 2014Number of companies as of 04.09.2014

NEWCONNECT AS A HIGH GROWTH EQUITY MARKET

283 343

610

1 227

2 001

2 5792 493

2 381

24

61

26

86

172

89

42

17

0

20

40

60

80

100

120

140

160

180

200

0

500

1 000

1 500

2 000

2 500

3 000

2007 2008 2009 2010 2011 2012 2013 1H 2014

Market cap (EUR m.*, LHS) New listings (RHS)

39 4413

58

173

54 31 4

416

30

154

110125

27

0

50

100

150

200

250

300

350

2007 2008 2009 2010 2011 2012 2013 1H 2014

Capital raised on NewConnect (EUR mln)

IPO SPO

Note: EUR/PLN = 4.19
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5% 6% 9%11%

20% 17%27%

32%

92% 92% 89%87%

77%73%

66%62%

3% 2% 2% 2% 3%

10%7% 6%

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

2007 2008 2009 2010 2011 2012 2013 2014

institut ional individual foreign

68

59

24

41

3237

45

37

19

24

1311

13 812

Retail

Support services

Investment services

IT

Construction

Technology

Financial services

Media

Real estate

Health care

Travel&Leasure

e-Trade

Eco-energy

Recycling

Telecomunication

Efficient access to dynamically growing companies from Poland and the CEE region

Lower trading fees compared to Main Market

Execution benefits from the stock exchange-organized market, including security of trading

NewConnect LEADleaders among NewConnect issuers

The main purpose of launching the NC Lead segment was to indicate the biggest issuers and their most liquid shares, which are most likely to fulfill the WSE

Main Market criteria.

The NC Lead segment has the following requirements:

quantitative: as capitalization, liquidity, time of functioning as a public company,

qualitative: referring to corporate governance application and appropriate performance of information requirements.

Source: WSE study

Data: as of June 2014

* as of September 2014

NEWCONNECT AS A HIGH GROWTH EQUITY PLATFORM

FOR INVESTORS

An attractive market for investors

Breakdown by industry* Investors structure in 2007-2014*


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COMPARISON TO OTHER ALTERNATIVE MARKETS

151

1836

6515

6390

1697

618

40091

55429

366

4450

9094

2580 2424

Market Capitalization (EUR m)

14 25

8764

23 21 18

181

26

171145

192

34

438

Number of companies listed

497

0

8 516 939

0

3 883

2 166

41

249 669

74 491

541

922 249

1 548 843

153 023

383 397

Athens Exchange

BME (Spanish Exchanges)

Borsa Istanbul

Bratislava Stock Exchange

CEESEG - Budapest

CEESEG - Vienna

Cyprus Stock Exchange

Deutsche Brse

Irish Stock Exchange

Luxembourg Stock Exchange

NASDAQ OMX Nordics & Baltics

NYSE Euronext

Oslo Brs

Warsaw Stock Exchange

Total number of transactions

Data: as of June 2014


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ENTRY INTO NEWCONNECT

FORMAL

REQUIREMENTS

MARKET

ASPECTS

the status of a joint-stock company

nominal value of a single share - minimum 0,10 PLN (~0,024 EUR)

unlimited transferablility of shares

the company has not been declared insolvent nor is in the process of undergoing

liquidation proceedings

cooperation with an Authorized Adviser and Market Animator

preparation of an Information Document and an audited annual financial report

issuersequity worth of at least 500k PLN (~120k EUR)

issuersexpectations vs. investorsexpectations

438 issuers on the NewConnect are competing for capital

many other enterprises interested in debut on the NewConenct

Will our equity story convince investors and win out over its competing projects in the

marketplace?

Does the offered share value keep up with dynamic changes in market share prices?

ADVANTAGES

opportunity to raise capital at a lower cost

increased reliability to banks and customers

prestige and reputation of public companythe market valuation of shares

low costs of market debut and trading

excellent exposure to investors and clients


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TYPES OF LISTINGS AVAILABLE ON NEWCONNECT

PRIVATE PLACEMENTa private offering targeted at maximum of 99 entities or individuals. Regardless of the

size of the issue, admission to trading is based on a brief informational document approved by an Authorized

Adviser by the Warsaw Stock Exchange

PUBLIC SHARE ISSUEthis path involves the same admission procedures as those applicable on the regular

market, in particular approval of the stock offering including the prospectus by the competent authority


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CORPORATE GOVERNANCE

Corporate governance rules concern broadly

understood corporate governance practices.

The Best Practices include 4 sections:

Recommendations for Best Practices

of Listed Companies;

Best Practices of Management Boards

of Listed Companies;

Best Practices of Supervisory BoardMembers;

Best Practices of Shareholders.

The Best Practices of WSE listed companies

aim at:

enhanced transparency of listed

companies,

improved quality of communication

between companies and investors,

strengthened protection of

shareholders rights, including those not

regulated by legislation, while refrainingfrom imposing a burden on listed

companies unbalanced by benefits

resulting from market needs.

www.corp-gov.gpw.pl- is the official

website of WSE devoted to the corporate

governance of listed companies.

provides information on the

implementation of The Best Practices

of WSE Listed Companiesand current

corporate governance initiatives of the

WSE and its EduPartners.

is a platform of communication between

the WSE and companies.

all WSE listed companies and other

interested parties are encouraged

to send questions and suggestions about

the content of this website.

CORPORATE GOVERNANCE OF WSE


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DISCLOSURE REQUIREMENTS AND BEST PRACTICES

Accounting Standards

More liberal requirements than in the

regulated market

Supported by the Authorized Adviser

Current reports (price-sensitive

information)

Periodic reports

quarterly

annual (audited)

National accounting standards applicable to

the place of the issuers registered office or

(under some circumstances)

Internationally recognized

Based on comply or explainformula:

Information transparency affecting the

valuation of the company

Up-to-date corporate website as an

element of information policy

Annual report with remuneration of

members of the companys boards and the

Authorized Adviser

Monthly reports

Disclosure requirements Best Practices


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WHO IS AN

AUTHORIZED

ADVISER?

An investment firm or other entity providing business-related services, entered on the WSEs list

of NewConnect Authorized Advisers

Choosing a company of suitable quality (company verification)

Helping draw up an information document

Monitoring the progress of work on the information document and approving it

For at least three years from the debut:

working with the issuer in relation to meeting its disclosure requirements on the

NewConnect market

advising the issuer in relating to the functioning of an issuer on the NewConnect market

The Advisers experience in NewConnect to date

The sector in which the companies handled by the Adviser operate

The Advisers costs (information contained in companies Information Documents)

Possibility of combining the duties of Adviser with legal advice on transforming the firm into a

company with SA status

The costs of the Adviser are paid by the company

THE NEWCONNECT AUTHORISED ADVISER

WHAT ARE THEADVISERS

DUTIES?

WHAT SHOULDA CHOICE OFADVISER BEBASED ON?

WHO PAYS FOR

THE ADVISER?


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Access to inexpensive capital on average, companies on NewConnect raised 842k EUR annuallywith an average cost of capital equal to 4,89%

Limited formal requirements regarding the initial public offering guarantees relatively low cost of capital

competetive to other capital sources

The prestige of a public company, listed on the exchange-regulated market and an opportunity to transfer

the stockinto the Main List on Warsaw Stock Exchange (32 companies transferred in the last 7 years)

Increased exposure to foreign investors due to the steady increasing attractiveness of Polish SMEs

BENEFITS FROM LISTING ON NEWCONNECT


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Warsaw Stock Exchange

ul. Ksica 4, 00-498 Warsaw, Polandtel. +48 22 537 74 71

www.gpw.pl

www.newconnect.pl

Disclaimer

This presentation has been prepared by GiedaPapierw Wartociowychw Warszawie S.A. (the Companyor WSE)solely for use by its shareholders, clients or analysts and should not be

treated as a part of any invitation or offer to sell any securities, invest or deal in or a solicitation of an offer to purchase any securities or recommendation to conclude any transaction, in

particular with respect to securities of WSE.

The information contained in this document has been compiled in good faith by the Company, however all users of this presentation should take note that some of the data are based or provided

to WSE by external sources and has not been independently verified. WSE does not make any representation as to accuracy, fairness, correctness or completeness of the information or the

opinions contained herein.

WSE shall not be liable for the consequences of any decision made based on information included in this presentation. WSE hereby informs persons viewing this presentation that the only source

of reliable data describing WSE financial results and events are current or periodic reports issued by WSE in satisfaction of its disclosure obligations under Polish law.

CONTACT
http://www.gpw.pl/http://www.newconnect.pl/http://www.newconnect.pl/http://www.gpw.pl/http://forexmagnates.com/wp-content/uploads/2013/06/WSE_boczne.jpg