Aim Alternative Investment Market is the new market by Borsa Italiana dedicated to small and medium enterprises
AIM Italy is the new market by Borsa Italiana dedicated to small and medium enterprises inherited from the London Stock Exchange, where the AIM market is already active since 1995 and sees over 1,500 listed companies.
The Rules of AIM Italy are very similar in substance to those of the English AIM, with some specific adaptations designed to better adapt to the Italian market of SMEs.
The introduction of AIM Italy is part of a process of rationalization of the Borsa Italiana markets, which with effect from June 22nd sees the disappearance of Expandi, which was merged with MTA and a series of further changes (ref related article)
FEATURES
The main features of AIM, which make it particularly well suited to SMEs, are regulations flexibility and the role of the Nomad (nominated adviser).
AIM Italy, unlike other markets, does not establish minimum criteria for admission in terms of capitalization, there is no minimum threshold of float, no special requirements for Governance or minimal financial results.
Neither the prospectus nor the QMAT are required for the quotation, only simplified admission document drawn up in Italian is required(the company can optionally draw-up also an English version).
The admission process itself appears simplified, because Borsa Italiana is not expected to carry out the due diligence, while the it will be carried out by Consob only in the case of public offer.
In the post-listing phase, the company listed on AIM is not required to publish quarterly reports, while reporting to the market must be granted; to this purpose, parameters and specific method of calculation are established for the identification of significant transactions.
As in other markets, also the companies listed on AIM must continuously maintain a specialist: an institution that ensures the operation and liquidity on the stock.
Two additional advantages of AIM compared to traditional markets are the reduced costs and the shorter time necessary for admission to listing (3-4 months from the nomination if the Nomad may be sufficient).
AIM Italy is an MTF (Multi-lateral Trading Facility), that is a private system of contracting, which is not subject to supervision by Consob (in the United Kingdom, AIM is not subject to the provisions of MAD).
Anyway, to prevent abuse by operators, Borsa Italiana fills this legislative gap with the issue of own provisions on inside information and disclosure of directors' dealing, stabilization and buy backs.
WHO CAN INVEST IN AIM
The new market of Borsa Italiana is certainly a possibility of access to capital markets for small businesses, particularly in a period where access to debt seems poor; AIM is a great tool to promote the meeting between the SMEs and investors in Italy and abroad, favouring the first through minimum listing requirements and a lean process and ensuring the latter through the presence of the Nomad and the information transparency.
Not only Italian and foreign institutional investors (traditional and alternative funds, private banking, etc.) can invest in AIM, but also retail customers.
Retail customers can also invest in the IPO stage only if expressly stated in the prospectus.
THE ROLE OF THE NOMAD
The real novelty of AIM Italy imported from the London market is the figure of the Nomad, which is an adviser nominated by the company that intends to be listed on AIM, who performs the due diligence and follows and assists the company during the IPO process and for the entire duration of its stay on the market, in compliance with its obligations as provided for in the Rules for Issuers.
[from the website of Borsa Italiana: The Nomad is responsible towards Borsa Italiana to assess the appropriateness of the Issuer who intends to be admitted to AIM Italy; The status of Nomad is awarded by Borsa Italiana, which provides the entry in the Register of Nominated Advisers, which will is available at the Borsa Italiana website).
The attribution of the qualification of Nomad is based on objective criteria and evaluations by the Borsa Italiana, to ensure the reputation and integrity of the market. Qualitative criteria are forseen to verify that the Nomad has the necessary experience in the field of corporate finance and an adequate organizational structure. In the organizational structure of the Nomad, a valuable role is the one of the so-called key executives, senior employees who during their career have coordinated major corporate finance operations and have a solid understanding of the Italian legislative and regulatory system].
The Nomad's responsibilities during the admission process are regulated by “Regulation Nominated Advisor” by Borsa Italiana and include:
AR1 (THE ISSUER AND ITS FINANCIAL INSTRUMENTS) - In order to verify the appropriateness of an issuer and its securities for AIM Italy, a nominated adviser should have adequate knowledge of the issuer and its activities
AR2 (DIRECTORS AND BOARD OF DIRECTORS) - In assessing the appropriateness of an issuer and its securities for AIM Italy, the nominated adviser must (i) verify and evaluate the adequacy of each member (existing or proposed) of the Board of Directors , and (ii) consider the effectiveness of the Board as a whole in relation to the needs of the issuer. In any case, it should consider that the issuer will be admitted to trading on an MTF and potentially be subject to specific provisions relating to agiotage and and to provisions applicable to issuers of securities significantly spread among the public.
AR3 (DUE DILIGENCE) - The nominated adviser must supervise the controls and verifications (due diligence process) required for the admission, being convinced of their appropriateness in relation to the issuer and the transaction, and that each substantial element is properly managed so that it does not affect the appropriateness of the issuer
AR4 (ADMISSION DOCUMENT) - The nominated adviser must supervise and be actively involved in the preparation of the document for the admission, being convinced that (in order to make the statement expected from nominated adviser) it has been prepared in compliance with the “Regulations for Issuers”, after having performed all the necessary and appropriate verifications
AIM vs. MTA
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