Gielda Papierów Wartosciowych w Warszawie S.A. (“Warsaw Stock Exchange,” the “Exchange” or the “Company”), the largest national stock exchange in Central & Eastern Europe (“CEE”), today announces its intention to conduct an Initial Public Offering and to list up to 26,786,530 ordinary bearer series B shares with a nominal value of PLN 1.00 each on the Main Market of the Warsaw Stock Exchange (the “Offering”). The shares are being offered by the State Treasury of the Republic of Poland.
The Company
Warsaw Stock Exchange is the largest national stock exchange in CEE and one of the fastest-growing exchanges in Europe among both regulated and exchange-regulated markets, offering Main Market equity, exchange regulated market equity (NewConnect), bond (Catalyst) and derivatives platforms.
As at 30 June 2010, the Main Market had 383 listed companies (including 14 dual-listed foreign companies and 9 foreign companies solely listed on Warsaw Stock Exchange) and had a market capitalisation of PLN 727 billion ($214.2 billion), including PLN 277 billion ($81.6 billion) attributable to foreign companies. NewConnect had 136 listed companies, including two foreign companies, with a market capitalisation of PLN 3 billion ($883.8 million), as at 30 June 2010.
Driven by the strength of the Polish economy, which was the only EU economy to experience positive economic growth in 2009 and has strong prospects for continued growth, a regulatory regime which supports the ongoing development of a market economy and a well-developed capital markets infrastructure, Warsaw Stock Exchange has shown continuous development.
In the five years to 30 June 2010, Main Market trading value (order book) grew at a compound annual growth rate (“CAGR”) of 23.8%, equity market capitalisation for domestic companies grew at a CAGR of 14.2% and the number of domestic and foreign companies listed grew at a CAGR of 9.4%.
Warsaw Stock Exchange caters to market participants with a wide range of platforms and products via three main business lines:
- Listing, encompassing the introduction and admission to trading of securities on Warsaw Stock Exchange's markets and ongoing listing maintenance.
- Trading, encompassing the trading of shares, derivatives instruments, equity related securities, fixed income instruments, and other financial products.
- Information services, encompassing the provision of stock exchange and other data to users and licenses for indices.
For the year ended 31 December 2009, revenues were PLN 199.5 million ($70.0 million) (2008: PLN 184.7 million ($62.4 million)), operating profit was PLN 79.5 million ($27.9 million) (2008: PLN 71.1 million ($24.0 million)) and EBITDA[1] was PLN 105.1 million ($36.9 million) (2008: PLN 91.8 million ($31.0 million)). For the six months ended 30 June 2010, revenues were PLN 111.5 million ($32.8 million) (H1 2009: PLN 94.0 million ($29.6 million)), operating profit was PLN 52.8 million ($15.6 million) (H1 2009: PLN 37.9 million($11.9 million)) and EBITDA was PLN 67.8 million ($20.0 million) (H1 2009: PLN 51.5 million ($16.1 million)).[2]
The Offering
In connection with the Offering, the State Treasury of the Republic of Poland is expected to sell up to 26,786,530 existing ordinary bearer series B shares with a nominal value of PLN 1.00 each representing up to 63.82% of the Company's existing share capital. There will be no primary issuance of shares by the WSE as part of the offering.
Citi (comprising Citigroup Global Markets Limited, Bank Handlowy w Warszawie S.A. and Dom Maklerski Banku Handlowego S.A.), Goldman Sachs International, J.P. Morgan Securities Ltd and UBS Limited are acting as Global Coordinators and Joint Bookrunners and Powszechna Kasa Oszcz?dno?ci Bank Polski Spó?ka Akcyjna Oddzia? – Dom Maklerski PKO Banku Polskiego w Warszawie are acting as Joint Bookrunner and Offering Agent in connection with the Offering. IPOPEMA Securities S.A., KBC Securities N.V. (Spó?ka Akcyjna) Oddzia? w Polsce and Société Générale are acting as Joint Bookrunners, and Dom Maklerski Banku Ochrony ?rodowiska S.A., Biuro Maklerskie Alior Bank S.A., Espírito Santo Investment sp. z o.o., Wood & Company Financial Services, A.S. Spó?ka Akcyjna, Oddzia? w Polsce and Dom Maklerski IDM S.A. are acting as Co-Managers.
The Offering and listing on the Warsaw Stock Exchange are subject to receipt of all necessary regulatory approvals, including the relevant registrations, approvals and/or notifications by the Polish Financial Supervision Authority, registration with the Polish National Depository for Securities and admission to trading on the main market of the Warsaw Stock Exchange.
The Offering will be made available to retail and institutional investors in Poland and selected institutional investors abroad and is expected to be completed during the fourth quarter of 2010, subject to market conditions.
Ludwik Sobolewski, President & CEO of Warsaw Stock Exchange commented:
“We are delighted to be announcing the IPO of Warsaw Stock Exchange, CEE’s preeminent stock exchange. We have worked hard to develop the Exchange into a top tier listing venue for prospective issuers, members and investors through continual successful product development and technological advancement. The IPO marks the latest step towards achieving our goal of becoming the capital market hub for CEE and also one of the leading stock exchanges in Europe, as well as being at the heart of the future development of Poland’s capital markets.”
Polish Minister of the State Treasury Aleksander Grad, commented:
“The IPO of Warsaw Stock Exchange is a transformational moment marking the next stage of Poland’s privatisation programme and the economic development of the country. Poland is a vibrant and growing economy and the Exchange is at the core of the development of our local capital market and is the key platform for Poland’s broad privatisation platform.”
[1] EBITDA defined as operating profit and share of profit from associates adjusted for depreciation and amortization
[2] Consolidated financial accounts prepared in accordance with IFRS