Listing on SGX

40
Singapore Exchange Simon Lim, Director - Listings 26 March 2008

Transcript of Listing on SGX

Page 1: Listing on SGX

Singapore Exchange

Simon Lim, Director - Listings

26 March 2008

Page 2: Listing on SGX

Singapore Exchange

Asian Gateway

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Key Milestones of SGX

1960 Formation of Stock Exchange

1999 Dec 1 Singapore Exchange (SGX)

First demutualised, integrated securities &

derivatives exchange in Asia-Pacific

2000 Nov 23 First exchange in Asia Pacific to be listed

Disclosure-based regime

International standards of corporate governance

Strong financial standing (AAA sovereign rating)

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2347.34

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Straits Times Index (STI)

Market Performance …. strong long term growth

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An International Exchange…. sizeable segment of foreign companies

Foreign Companies

38%

Singapore Companies

62%

Singapore Companies

64%

Foreign Companies

34%284 473

No. of Listed Companies – 757*

Market Capitalisation- US$467 bn*

US$156 bn

US$311 bn

• Excludes 18 foreign companies which are secondary listed with secondary trading on SGX, and 7 GDRs• As at end-January 2008

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Established Market…. spans across the whole spectrum of industries

Agriculture1.8% Commerce

12.6%

Finance16.0%

Manufacturing17.9%Multi-industries

8.1%

Properties15.8%

Services5.6%

Construction0.6%

Hotels/Restaurants

1.4%

Electricity/Gas/Water0.1%

Transportation/Storage19.0%

Mining0.6%

* Excludes 18 foreign companies which are secondary listed with secondary trading on SGX, and 7 GDRs.As at end-January 2008

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Diversity of Foreign Companies … different geographical regions

124810101019

5354

138

ChinaS.E. A

siaHong K

ong

Taiwan

Japan

Australi

a

India

Europe

US/Can

ada

Korea

Israe

l

Country of Origin*

• Includes 18 foreign companies which are secondary listed with secondary trading on SGX, and 7 GDRs.• As at end-January 2008

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Some of our Foreign Listings…. ranges from mid to large size

Origin Sector Market Cap (US$ bn)

Company

Jardine(6 companies)

Hong Kong Conglomerate 54.8

Cosco Corporation PRC Shipping 7.0

Wilmar Malaysia Palm Oil 18.7

Thai Beverage Food & BeverageThailand 4.3

Noble Group Hong Kong Trading 3.2

PRC 3.1Yanlord PropertyTotal Access Communications

Thailand Telecommunications 2.9

Indonesia Shipping 1.0PT Berlian LajuTankers

TPV Holdings Taiwan Electronics 0.8

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Growth of Foreign Companies

53

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84

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58

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82

48

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45

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1999 2000 2001 2002 2003 2004 2005 2006 2007 YTD Jan2008

Total IPOs Foreign IPOs

…. outpacing growth of domestic listings

* **

Foreign companies are well-received by investors here

* Includes 3 Reverse Takeovers** Includes 3 Reverse Takeovers, but excludes 7 GDRs

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Liquidity of Foreign Companies

As at end January 2008

…. well-monitored by investors

0%

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over

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Foreign Primary + Active Secondary Listings

Local Primary Listings

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Our Value Proposition

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Why List on SGX?…. the advantage of listing in SGX

International Disclosure & Corporate Governance

Standards(Reputation & branding)

Major Fund Management Hub

(Fair valuation & liquidity) Market-Oriented

Regulatory Regime(disclosure-based,

dual regime platform)

Political Stability and Regional Financial Centre(Conducive environment)

Home Exchange to Foreign Companies(Clusters and business

opportunities)

Quick & efficient fund raising pr

(certainty of timing)

Our Value Proposition

ocess

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Fund Management Hub…. institutional investor participation in Singapore

1999

2000

2001

2002

2003

2004

2005

2006

164 160 166 198273

350432

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700Assets Under

Management (US$ bn)

Singapore is a regional financial centre and trading

hub

2006 Assets Under Management

US$ 614 BnTotal Domestic Bank Deposits

US$ 168 BnCentral Provident Fund Deposits

US$ 84 Bn900 Financial Institutions

1786 Investment Professionals9

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Active Secondary Fundraising…. continual funding for growth

0.681.48

0.221.23 2.13

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0.261.41 1.1

1.381.071.25

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Secondary FundsIPO

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Diversified Product Range…. to suit each funding and investment need

Primary Listing

Equities

Business Trusts

Real Estate Investment Trusts (REITs)

Investment Funds

Exchange Traded Funds (ETFs)

Secondary Listing

Global Depository Receipts (GDRs)

Bonds

Warrants

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SGX Securities Market

Dual Regime Platform

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SGX’s Securities MarketMAINBOARDMAINBOARD CATALISTCATALIST

Exchange-regulated & supervised

Exchange-regulated, Sponsor-supervised

Regulatory Approach

Established Companies Fast-Growing CompaniesTarget

Companies

Exchange SponsorsIPO Review & Post-IPO

Supervision

• Established branding• Access to a wider range

of institutional investors• More product types

• Faster time to market• Easier corporate

actions

Key Benefits

* Catalist is a transformation of SESDAQ

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Admission RequirementsMainboard * Catalist *

Review of Listing Applicants

• SGX & MAS

• Criteria 1: S$ 7.5mn PBT over 3 yrs; at least S$ 1mn each yr

• Criteria 2: S$ 10mn PBT in 1 or 2 yrs• Criteria 3: > $ 80mn Mkt Cap

• Mkt Cap < S$300mn: 25% public float• Mkt Cap ≥S$300mn: 12-25% public

float• At least 1000 shareholders

• 2 Singapore resident IDs

• After IPO, Promoters to retain 100% for 1st 6 months

• Pre-IPO investors > 5% shareholding to retain profit portion for 6 months

• Prospectus• Lodged on MAS OPERA website

Financial Requirements

• No minimum Profit and/or Track record required

• Sponsor

Independent Directors (ID)

• 2 IDs (min of 1 Singapore resident ID for Foreign Companies)

Moratorium • Promoters to retain 50% of share capital at IPO: 100% for 1st 6 months and 50% for next 6 months

• Pre-IPO investors to retain profit portion for 12 months

IPO Documentation • Offer Document • 12-mth working capital statement• Lodged on SGX Catalodge

website

Shareholder Spread • 200 shareholders• 15% public float

* Highlights key admission requirements

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Continuing RequirementsMainboard * Catalist *

Sponsor Requirement • No Sponsor required

• SGX

• Shareholder mandate of up to 50% of capital

• Shareholder approval at 20% threshold for both Acquisitions and Disposals

• Sponsor required for a company to maintain a listing

Review of Circulars • Sponsors

Issuance of New Shares • Shareholder mandate of up to 100% of capital

Major Transactions • Shareholder approval required for Acquisition at 75% threshold and for Disposal at 50% threshold, or for fundamental change in business

* Other key continuing requirements that are the same for Mainboard and Catalist include corporate governance guidelines, disclosure of material information, interested person transactions, shareholding spread and reporting requirements.

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IPO Timeline

Mainboard process ≈ 12 – 18 weeks

8 – 12 weeks 3 – 4 weeks 1 – 2 weeks

SGX Review

Public Exposure on MAS Website

Registration & Launch

Pre-submission consultation

Trading Commences

Catalist process ≈ 5 – 6 weeks

Notification to SGX

Public Exposure on Catalist

Website

Lodgment & Launch

Trading Commences

2 weeks2 weeks 1 – 2 weeks

Preparation to apply

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SGX Listing Fees

Mainboard Catalist

S$50,000

S$200,000

S$100

S$25,000

S$100,000

S$25

Minimum S$30,000

Maximum S$100,000

Variable RatePer S$ mn

S$100

Minimum S$15,000

Maximum S$50,000

Variable RatePer S$ mn

S$25Annual

Initial

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Post IPO Support…. extending beyond the initial listing stage

Facilitate regular interaction with analystsMonthly sessions

Profile to institutional investorsOverseas roadshows (eg. Japan, Europe, U.S.A.)

Investor Relations Professionals Association Singapore (IRPAS)

Promotes IR best practices in Singapore with over 160 members

Ensure research coveragePioneering an exchange-subsidized research schemeEach listed company covered by 2 research firmsDownloadable research reports on SGX’s website(50,000 average monthly downloads by 35,000 users)

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Diversified Products

Global Depository ReceiptsBonds

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GDR Listing on SGX

Initial Listing Fees (S$20,000-100,000)

Annual fees (S$11,000)

Less demanding obligations

2 weeks from submission of

application to approval

BENEFITS Speed to Market

Competitive Cost

Prestige

Market Oriented Rules

Be listed on one of Asia’s most internationalized exchanges;

well known for it’s strong corporate governance standing

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GDR Listing Requirements…. Efficient & simple fund raising

Criteria Must be listed on home exchange

Profit/Size No minimum requirement

Sharehold-ing

SpreadNo minimum requirement

Others

- Accounting Standards: Home Accounting Standards (Indian GAAP)-Home Auditors Accepted-No need for prospectus-No need for Singapore resident directors

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GDR Listing Timeline...approximately 2 weeks

1-2 weeks 1 week____________|_________________|________________|_______________

Investment bank places out GDRs

Submits listing application & prospectus to SGX.

SGX reviews listing application for compliance with listings requirements and indicates approval for listing.

Consults SGX on any issues to be resolved.

Trading of GDR commences

Listing of GDRs

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GDR Listing Fees

Fee Rate Remarks

Minimum S$20,000

Maximum S$100,000

For first S$100mil raised

For every subsequent

S$50mil or part thereof

raised

S$20k

S$15k

Annual Fixed at S$11,000 per annum

Companies which raise

S$100mil or less from their

GDR issue pay S$20,000

Companies which raise S$365

mil or more from their GDR

issue pay the maximum fee of

$100,000

Initial

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Bond Listing on SGX

Efficient processing

5 working days from time of application to approval

BENEFITSLow CostLess than 1% of total expenses

Market-oriented RulesMinimal listing obligations

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Profile of Bond Issuers in 2007

Greater China18%

India39%

Others1%

SEA (Ex. Spore)

9%

Singapore9%

Japan5%

Korea13%

Europe2%

4%

Average tenure is 7 years

As of end August 2007

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Timely and low cost

Drafting of prospectus

Fee Rate

Initial S$15,000 (Fixed)

Annual None

Perusal S$10,000 per application

3 - 4 months

Submits listing application & prospectus to SGX.

SGX reviews listing application for compliance with listings requirements and indicates

approval for listing.

5 working days

Investment bank places out bonds

1 week

Trading of bonds commences

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Diversified Sectors

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Overview of SGX Offshore & Marine SectorMARINE & OFFSHORE SECTOR

Shipyards Offshore Services

Shipping Shipping Trusts

Market CapNo of CosAve PER

US$36.7 B8

26.5x

US$ 4.5 B8

15.8x

US$12 B9

11.2x

US$ 0.84 B3-

Pacific Shipping First Ship Lease Rickmers Maritime

Keppel CorpSembcorp MarineLabroy MarineASL Marine

Cosco CorpYangzijiangJES International

NOLSTX Pan OceanBerlian Laju TankerMercator LinesCourage Marine Omega NavigationSamuderaSSCLPan United Corp

CH OffshoreChuan HupEzra HoldingsMermaid MaritimeJaya HoldingsSwiber HoldingsKS EnergySwissco Intl

Source: Bloomberg, @ 31 Dec 07

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Growth of Singapore REITs & Property Trust

Strong Growth of 94% per annum over last 5 years

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Dec 2002 Dec 2003 Dec 2004 Dec 2005 Dec-06 Jan-08

CMT A-REIT Fortune CCT Suntec

Mapletree Prime Allco Ascott KREITFraser CDL Cambridge CRCT FirstMIREIT A India Parkway Saizen LMRT

Singapore REITs have experienced phenomenal growth, with market capitalisation increasing by 94% per annum over the last 5 years

Main drivers of growth include:

New Sector REITsCross Border REITsSecondary offerings to fund acquisitionsCapital appreciation

+ 94% CAGR

USD4.3bUSD1.4bUSD0.7b

USD6.6b

USD14.9b

USD16.9b

Source: Bloomberg data as at end Jan 08

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Singapore Oil & Gas IndustryOne of the top 3 refining centres in the world

One of the top 3 oil trading and price discovery centres in the world

Among the top 10 petrochemical hubs in the world

Among the top 3 liquid ports in the world

Home to 8 of the world’s top 10 flavours and fragrances companies

Presence of the world's leading petroleum and petrochemicals and specialty chemicals giants, including ExxonMobil, Shell, Mitsui Chemicals and Sumitomo Chemical in Singapore More than 90 companies on Jurong Island that engaged in a range of integrated chemical activities with investments of more than S$27bnConstruction of 2 world-scale crackers by ExxonMobil and Shell

Source: EDB Website

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Singapore Alternative Energy & Resources Industry

A key player in developing sustainable and clean energy solutions for the world and aims to be a global energy hub.

Successfully attracted leading energy players such as REC (Norway), Vesta (Denmark), SolarWorld (Germany), Neste Oil (Finland), Natural Fuel (Australia) to Singapore

World’s third-largest and Asia’s No. 1 trading centre for energy and commodities products

Home to more than 180 top international trading companies in industries such as oil trading, petrochemicals, agri-commodities and metals

Building of the world’s largest and Southeast Asia’s first manufacturing plant for solar energy productsEstablishment of major wind energy R&D centreFirst solar cell manufacturing plant Construction of the world’s largest biodiesel plant

Source: EDB and IE Singapore Websites

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For more information, visit www.sgx.com/listings

While care has been taken to ensure the accuracy of the information in this document, SGX and its affiliates make no warranty as to the accuracy, completeness, merchantability or fitness for any purpose, of the information contained in this document or as to the results obtained by any person from the use of any information or investment product mentioned in this document. SGX reserves the right to make changes to such information from time to time. Any change, omission or error in such information, shall not form the basis for any claim, demand or cause of action against SGX or any of its affiliates and SGX and its affiliates expressly disclaim liability f o r t h e s a m e .

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APPENDIX

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Ascendas India Trust (Property Trust)

Ascendas India Trust is the first Indian property trust listed in the world. It is

listed on Mainboard on August 2007. It is a Singapore-based business trust set

up to own income-producing real estate used primarily as business space in

India. The trust consists of both developed and developing assets.

Share Price (IPO) - Listed Aug'07 US$0.78

Current Share Price US$0.80

Current PB 16.82 x

Annualised Turnover velocity 174%

Market Capitalisation: IPO US$ 359mn

: Current US$ 583mn

Source: Bloomberg and SGX, as of end Feb 2008

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Straits Asia Resources (Coal Mining)

Straits Asia is headquartered in Singapore with an Australian parent company.

The company is principally engaged in thermal coal mining on Sebuku Island,

South Kalimantan, Indonesia. A substantial portion of Sebuku coal is exported,

largely under long-term contracts, to power generation companies within Asia. The

Company also conducts commodities marketing activities and resources

infrastructure development operations through its subsidiaries.

Share Price (IPO) - Listed Nov'06 US$0.39Current Share Price US$2.17Current PB 41.18 xAnnualised Turnover velocity 199%Market Capitalisation: IPO US$ 359mn

: Current US$ 2,366mn

Source: Bloomberg and SGX, as of end Feb 2008

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Food EmpireFood Empire Holdings Limited was listed on 27 April 2000. It manufactures and

markets instant beverage products, frozen convenient food, confectionary and snack

food. The Company exports its products under proprietary brands, MacCoffee,

Klassno, FesAroma, OrienBites, MacCandy and Kracks to markets such as Russia,

Eastern Europe, Central Asia, the Middle East and Indochina.

IPO Share Price US$0.076Current Share Price US$0.55Current PE 10.61 xAnnualised Turnover velocity 28%Market Capitalisation: IPO US$ 26.31mn

: Current US$ 242 mn

Source: Bloomberg and SGX, as of end Feb 2008