Following the well-publicised issues at Quindell plc, AIM Regulation has published guidance on AIM company disclosures arising from equity financing products involving AIM securities in which an AIM company or its directors may have an interest. Such products include equity financing facilities, equity swap facilities and certain crowd funding type products.
The following points are included in the guidance:
- AIM companies and their nomads should carefully evaluate the structure of a facility and any non-standard terms. Given the complexity of some products, they should consider including more detail in announcements than would typically be the case for more common structures. For example, the issue and circumstances of a drawdown request may trigger a disclosure obligation, rather than just the actual drawdown.
- In relation to arrangements involving directors’ interests in AIM company shares, any dealing arrangement should be clearly and fully disclosed.
- Arrangements should be carefully described so that the disclosure is appropriate and sufficient.
- AIM companies should remember their ongoing disclosure obligations and update announcements, for example if a director’s previously stated intention changes or a margin call is not met, resulting in a change in the holding.
- AIM companies should implement appropriate arrangements with their directors to ensure they can satisfy the director dealing notification requirements. If a number of directors are involved in an equity financing arrangement, appropriate independent individuals should be involved in preparing the disclosures.
AIM Regulation advises companies to consult their nomads at the earliest opportunity about these arrangements. Nomads should consult AIM Regulation if they are in any doubt about the disclosure requirements.
