Introductions and transfers between markets

Introductions

Main Market

The Main Market saw two significant introductions in 2024:

  • Canal+ SA, the French media and entertainment company which was demerged from Vivendi SE, listed on the commercial companies category with an opening market capitalisation of £2.6bn, and
  • CK Infrastructure Holdings Ltd, the Hong Kong registered global infrastructure company, became the first to list on the new international commercial companies secondary listing category with an opening market capitalisation of £14.2bn

The Main Market has a history of attracting large companies by way of introduction and these have included Eutelsat Communications SA (£2.26bn) and Dowlais Group (£2.03bn) in 2023 and Haleon plc (£30bn) in 2022.

AIM

2024 saw one introduction on AIM by Optima Health, with a market capitalisation of £186m on admission (the largest AIM listing of the year). 2023 and 2022 also had one introduction each: Chapel Down plc in 2023 (£86m) and Australian incorporated Neometals Limited in 2022 (£398m).

Transfers

Main Market to AIM

Four companies transferred their listing from the Main Market to AIM:

  • Advanced ADVT Ltd, a former SPAC which completed a de-SPAC transaction in 2023 and was valued at £110m on transfer to AIM,
  • TheWorks.co.uk, first listed on the Main Market in 2018, transferred to AIM with a valuation of £15m,
  • Electric Guitar, a former SPAC with a market capitalisation below the required minimum for listing on the Official List following its de-SPAC transaction (£4m), and
  • Alteration Earth (renamed Pri0r1ty Intelligence Group), also had a market capitalisation below the required minimum for listing on the Official List after its de-SPAC transaction (£12m)

In 2023 only one company, Dial Square Investments, transferred from the Main Market to AIM (also following a de-SPAC transaction).

AIM to Main Market

Two AIM companies transferred to the Main Market in 2024, both to the commercial companies category:

  • Atalaya Mining, the European copper producer valued at £620m on admission, and
  • Alpha Group International, the financial strategies and technologies provider, valued at £934m

Previous years have also seen large companies transfer from AIM to the Main Market. In 2023, three companies completed a transfer from AIM including Breedon Group (£1.2bn). In 2022, the cohort of transfers included Asos ( £1.9bn).

The UK listing regime reforms have introduced a more flexible, disclosure-based regime for companies listing in the main listing category for commercial companies. The AIM Rules for Companies have remained unchanged (although a consultation is on the cards) and some of the distinctions in regulation between the Main Market and AIM have fallen away. However, a key distinction is the requirement for a prospectus on the Main Market for further issues of more than 20% of share capital in any 12 month period, which is likely to be increased later this year. Larger AIM companies may now be more likely to consider a move to the Main Market. However, there remains no ‘fast track’ listing process for companies moving from AIM to the Main Market and the company would be required to prepare a prospectus, albeit that they may be able to use a simplified prospectus.

“The Alpha Group move up is an excellent example of how the AIM market works best, in providing a stepping stone for growth companies to develop as a listed company within a more flexible regulatory environment, building an investor base who ultimately support the company’s progression to the Main Market.

We are seeing more companies considering a move up, in the context of some evening out of the regulatory landscape between AIM and the Main Market. For growth companies, the key concerns with the Main Market were the need for shareholder approval for major transactions (which could put the listed company at a disadvantage to competing bidders, who were either not listed on the Main Market or were overseas companies) and the 20% threshold for a prospectus, which could easily be exceeded for fast growing, capital hungry businesses.

The removal of the requirement to seek shareholder approval for Class 1 and related party transactions, brought in by the recent Listing Rules reforms, is a major reform which eases the transition from AIM to the Main Market for acquisitive growth companies. The proposed increase of the prospectus requirement threshold to a rolling 75% from the current 20% will also make the Main Market a lot more attractive to fast growing companies.”
Clive Hopewell, Partner, Bird & Bird LLP
“Access to a wider investor pool, improved liquidity in shares and changes to the IHT regime applying to AIM are fuelling a number of the larger AIM corporate issuers considering a move from AIM to the ESCC category.”
Tom Coulter, Partner, Travers Smith
“With the changes to the UK Listing Rules and proposed changes to the Prospectus Regulation Rules, AIM will need to find new ways of differentiating itself as the regulatory differences between listing on AIM vs. the Main Market become increasingly fewer.”
Alasdair Steele, Partner, CMS Cameron McKenna Nabarro Olswang LLP
“Now that the Main Market’s listing rules have settled, it will be important to see how the AIM Rules are adapted to ensure that both exchanges are appropriately differentiated. Many of the changes made to the listing rules have narrowed the difference between Main Market and AIM – we need to be careful not to completely disable what remains the most important growth market in Europe and gives London the potential to have a competitive advantage with attracting mid-cap growth companies who are too small to list on Nasdaq but are still solid candidates for accessing the public markets.”
Ariel White-Tsimikalis, Partner, Goodwin Procter (UK) LLP

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