LSE AIM IPO - Iroko update 2018 - Irokotv 2019

Accessing London’s Global
Capital Markets
Discussion Material
October 2019

2
£1 quadrillion
Derivatives cleared by SwapClear
in 2018 to support G20 and global
financial stability
£12 trillion
Assets under management using
our benchmarks
£7.8 trillion
Total money raised on London
Stock Exchange in the last
decade
London Stock Exchange Group
A diversified market infrastructure provider, established in 1801

High Profile Listings on LSE in 2019

44
79 IPOs on London
Stock Exchange in 2018
raised a combined £9
billion, the highest
number of IPOs in
Europe.
AIM is the most
successful growth
market in Europe
with 36 AIM IPOs.
£36bnA total £36bn equity capital was raised in
London in 2018 through IPOs and follow on
issuance.
The two years following Brexit have been two of
the most active for London Stock Exchange in a
decade, recording the highest and third highest
annual activity for equity listings in London since
2008 (650+ transactions in 2018).
21 IPOs and a further 32
introductions and new listings from
international companies. 3 of the 5
largest IPOs on LSE were
international.
79IPOs
53 int’l listings
This is a five-year high for the
sector and we have seen more
tech IPOs on London Stock
Exchange than any other
European exchange. Avast, the
largest tech IPO in 2018 raised
£602m on London.
21
Source: Dealogic, London Stock Exchange data, November 2018
Key Highlights from 2018
Strong position for international and tech IPOs
Tech
IPOs

55
Strong Levels of Equity Issuance in 2019
So far £24bn has been raised in London through IPOs & FOs
London was the most active equity market in Europe between Q1-Q3 2019, with:
⎯ 2.5x more transactions (418 IPOs & FOs) than the next most active market, Stockholm (164 IPOs & FOs)
⎯ 2.3x more raised in IPO and FO proceeds (£24.0bn) than the next largest peer, Frankfurt Stock Exchange (£10.7bn)
Source: Dealogic, October 2019
All calculations are based on a deal pricing date
*A new listing as a part of Shanghai-London Stock Connect
Top 10 European Exchanges by IPO & FO Capital Raised in Q1-Q3 2019
Top Global Exchanges by IPO & FO Capital
Raised in Q1-Q3 2019
Top 5 deals in Q1-Q3 2019
on London Stock
Exchange
Deal
type
Capital
raised
(£m)
AstraZeneca FO 2,685
Huatai Securities IPO* 1,334
Network International IPO 1,218
Trainline IPO 1,093
Marks & Spencer Group FO 614

6
“London remains a top IPO destination despite the uncertainty that surrounds Brexit; investors do not think
that IPOs will dramatically shift to Euronext or the Deutsche Borse.” PwC, Capital Markets in 2030*
No Slowdown Since Brexit Referendum
Global companies come to London to meet global investors
Raised over £137 billion in 8 different currencies. In
the year following the referendum (2017), we saw a
record 108 IPOs, none of which were passported to
other EU jurisdictions.
2,131 equity deals
482 of these equity transactions were by 237
international issuers from 56 countries raising an
aggregate £29 billion.
237 int’l issuers
Raised a combined £1.4 trillion in 35 different
currencies.
2,663 debt securities
1,428 of these debt transactions were by
international issuers from 52 countries raising an
aggregate £564 billion, including 23 bond
switches from European exchanges.
52 countries
665 ETPs (947 including multi-currency offerings) in
EUR, GBP, GBX, USD and CNY
665 ETP listings
For ETPs listed since 23 June 2016 over 97%
track non-UK underlying (i.e. not made up of
purely UK based underlyings).
97% non-UK
Source: London Stock Exchange, Dealogic, Bloomberg, October 2019
All figures since 23 June 2016
*https://www.pwc.com/gx/en/audit-services/capital-market/publications/capital-markets-2030.pdf

77
Source: EPFR Global, June 2019
Referendum, June 2016
Article 50 triggered, March 2017
Total Net Assets into
UK Mandated Funds
is up 8% to $288bn
since the Referendum
$288bn
Monthly Flows and Allocations into UK Mandated Funds
London: Dedicated Pool of UK Capital
$288bn of capital within UK only listed fund mandates
267 276 288
-4
-3
-2
-1
0
1
2
0
50
100
150
200
250
300
350
400
Mar-16
Apr-16
May-16
Jun-16
Jul-16
Aug-16
Sep-16
Oct-16
Nov-16
Dec-16
Jan-17
Feb-17
Mar-17
Apr-17
May-17
Jun-17
Jul-17
Aug-17
Sep-17
Oct-17
Nov-17
Dec-17
Jan-18
Feb-18
Mar-18
Apr-18
May-18
Jun-18
Jul-18
Aug-18
Sep-18
Oct-18
Nov-18
Dec-18
Jan-19
Feb-19
Mar-19
Apr-19
May-19
In/outflow($bn)
AuM($bn)
Total AuM MoM in/outflow
Over the past 3 years,
UK-mandated equity
funds have increased
their allocation to the
materials sector to
9.1% ($26.2n)
$26.2bn
% of UK-mandated Equity Funds Allocated to Materials
5.8
9.1
0
2
4
6
8
10
12
Apr-16
May-16
Jun-16
Jul-16
Aug-16
Sep-16
Oct-16
Nov-16
Dec-16
Jan-17
Feb-17
Mar-17
Apr-17
May-17
Jun-17
Jul-17
Aug-17
Sep-17
Oct-17
Nov-17
Dec-17
Jan-18
Feb-18
Mar-18
Apr-18
May-18
Jun-18
Jul-18
Aug-18
Sep-18
Oct-18
Nov-18
Dec-18
Jan-19
Feb-19
Mar-19
Apr-19
May-19
%

8
NASDAQ
and
NYSE
— London has the most diverse investor base of any major
global exchange, while still allowing issuers to tap US
institutional investors.
— This allows issuers access to a pool of capital that is
comfortable with companies who build internationally facing
business models.
Domicile of Top investors in listed securities in the US*
2%
Rest of World
6%Europe (ex UK)
85%North America
7%
UK
Source: FactSet, October 2019
*Based on the Value of Securities Held
A Globally Diverse Investment Base
Gain access to the most internationally diverse pool of investment
Domicile of Top investors in listed securities in London*
LSE
5%
Rest of World
15%
Europe (ex UK)
31%
North America
49%
UK
Largest Institutions Investing in LSE Listed Stock Investor Country
BlackRock Investment Management (UK) Ltd. United Kingdom
The Vanguard Group, Inc. United States
Legal & General Investment Management Ltd. United Kingdom
Norges Bank Investment Management Norway
BlackRock Fund Advisors United States
Capital Research & Management Co. United States

9
Benefits of Listing in London
Access the deepest pool of international capital in the world
Reach a broad and stable investor base
Respected, balanced and fair regulatory environment and legal framework
Enhance profile, status and visibility
Proven levels of sustained liquidity in a central time zone
Capital to fund acquisitions and expand into new markets
Flexible entry points – Premium, Standard, HGS, SFS & AIM
Quality of advisory community and sell-side research coverage
Resilient market technology and world-class market surveillance

10
Markets that Support Growth
Our choice of equity markets
The Group supports businesses at every stage of growth, shining a spotlight on the companies of tomorrow.
Fundingrequirement
Friends & Family
Start - Up Early Stage Expansion Consolidation &
further capital raising
Diversification of investors, M&A and
International Expansion
Concept & seed stage
£500k
£1m
£100k
£50k
£150m
£1bn
Private Equity
Seed Capital
Business Angels
Venture Capital
Strategic consideration
➢ Routes to growth
➢ Unearthing the most inspiring companies across the globe

11
Recent Highlights & Transactions
on the world’s most successful growth market
Averageperformance ofAIM 100
companies(blue)vsFTSE100(gold)over
thelastfiveyears
+56%
Averagemarket capofAIM companies Averagemoneyraised at IPO by AIM
company
AIM remains avery international market
72
+16%
Of all AIM
companies
International
companies floated in
the last5 years
Currentnumber of
companies onAIM:
882
14%
2018 2008 2018 2008
Source: LSE statistics, Dealogic, Bloomberg, October 2019
*Weighted by market cap at offer
£99m
£24m $30m
£24m
£10m

12
158
100
289
132
163
25 15
0
50
100
150
200
250
300
350
Profile of AIM Companies
Fundraisings on AIM – 1995 to 2019 YTD
A Snapshot of AIM
£115 billion raised since launch
882 companies,
aggregate value of
£95bn (129 Int’l
companies)
Admissions to AIM - 1995 to 2019 YTD
Industries represented (by no. companies)
Since 1995 c.
£115bn raised in
total (£69bn through
further issues)
0
5
10
15
20
1995
1997
1999
2001
2003
2005
2007
2009
2011
2013
2015
2017
2019
MoneyRaised(£bn)
New Further
0
100
200
300
400
500
600
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
2019
UK International
51
60
91
135
88
215
97
120
13 12
Basic Materials
Consumer Goods
Consumer Services
Financials
Health Care
Industrials
Oil & Gas
Technology
Telecommunications
Utilities
Sources: LSE, October 2019

13
Comparing AIM and Main Market
Source: LSE, Dealogic, October 2019
Number of issuers by market cap band Top 10 Institutional Investors
AIM
Rank Institutional investor (parent level) Market cap held (£bn)
1 Invesco Ltd. 2.3
2 Canaccord Genuity Group, Inc. 2.2
3 Liontrust Asset Management Plc 1.8
4 Standard Life Aberdeen Plc 1.6
5 Hargreaves Lansdown Plc 1.5
6 Octopus Capital Ltd. 1.5
7 Merian Global Investors (UK) Ltd. 1.4
8 BlackRock, Inc. 1.2
9 Investec Plc 1.0
10 Schroders Plc 0.8
Main Market
Rank Institutional investor (parent level) Market cap held (£bn)
1 BlackRock, Inc. 144.6
2 The Vanguard Group, Inc. 77.4
3 Standard Life Aberdeen Plc 66.1
4 The Capital Group Cos., Inc. 59.7
5 Legal & General Group Plc 49.7
6 Government of Norway 48.7
7 State Street Corp. 45.3
8 Invesco Ltd. 35.9
9 Schroders Plc 28.4
10 M&G Plc 24.8
163
98
290
125
162
29
15
65
22
96
87
336
142
231
66 74
0
50
100
150
200
250
300
350
400
£0-5m
£5-10m
£10-50m
£50-100m
£100-500m
£500m-£1bn
£1-5bn
£5-10bn
£10bn+
AIM Main Market

14
274
622
0.32%
0.24%
0.0%
0.2%
0.4%
0.6%
0.8%
1.0%
0
50
100
150
200
250
300
350
400
450
500
550
600
650
AIM Main Market AIM Main Market
Last 6 months Average Daily Traded Value ($m) Free float adjusted daily traded volume
AverageFreeFloatadjusteddailytradedvolume(%)
AverageDailyTradedValue($m)
Comparing Liquidity
Greater liquidity on AIM as a percentage of free float
Sources: Bloomberg, October 2019
Liquidity across AIM and the Main Market

1515
2019 Q1-Q3 capital raised across European Growth Markets
Source: Dealogic, October 2019
First North classification includes: FN Stockholm, FN Denmark, FN Finland, FN Lithuania
Euronext classification includes: Euronext Paris (no capital was raised in other Euronext Growth markets)
Other includes: Oslo Axess, MAB, Nordic Growth Market, BX Swiss, NEX and Warsaw New Connect
− In 2019 Q1-Q3, AIM continued to drive growth market capital raising in Europe, accounting for 65% of all IPO and FO capital raised and 3.2x more
than the next European Growth Market (First North)
− In total, there were 279 deals, raising £398m through IPOs and £2.7bn in FOs
− 7 of the top 10 European growth market IPOs during Q1-Q3 took place on AIM, yet again dominating Europe
Top 5 2019 Q1-Q3 European Growth Market IPOs
Top 5 2019 Q1-Q3 European Growth Market FOs
Company EGM
Proceeds
(£m)
Millenium Hotels Madrid 224
UniPhar AIM 126
Loungers AIM 83
Brickability AIM 57
Argentex AIM 46
Europe’s Growth Market Engine
65% of Q1-Q3 European growth market capital was raised in London
Company EGM
Proceeds
(£m)
Globalworth AIM 300
THQ Nordic Stockholm 173
GB Group AIM 160
Hipgnosis Song Fund AIM 142
Greencoat Renewables AIM 126
3.2x more
capital raised
Share of EGM
capital raised

16
Helping Address Pre-IPO Questions
Which advisers and in which
order?
Have we got the right resources to
manage an IPO?
What are the key IPO
workstreams?
When do we need to start hiring a
board?
How long will an IPO take?
When to start?
What is current IPO execution best
practice? Navigating new IPO
rules?
What is current receptivity of
investors?
What changes as a public
company?

17
LSE Premium listed
corporates issue CDRs
listed on SSE
SSE listed corporates
issue GDRs listed on
LSE
Shanghai-London Stock Connect
Allowing UK listed companies direct access to China for first time

London’s Technology and
High Growth Sector

19
Source: LSE, company website, Dealogic, FactSet, August 2019
The Home of Landmark Issuances
Landmark international IPOs in London
April 2019
Network International
With $1.6bn capital raised, Network International is
the largest ever Middle East & African (MEA) IPO
on London Stock Exchange and largest tech MEA
IPO globally since 2014.
“I am delighted that Network International will join
London Stock Exchange today through a Premium
Listing on the Main Market, marking an exciting new
stage in our journey. […] The Middle East and
Africa are at an early stage in the shift from cash to
digital payments and our new listing on London
Stock Exchange will enable all new shareholders to
benefit from this structural growth opportunity.”
Simon Haslam, CEO, Network International
June 2019
Trainline
The transaction was substantially upsized from
target of 50% free float to a final free float of 65%.
Given the strong share price performance, the over-
allotment option exercised in full before the end of
conditional dealings.
“This is an incredibly exciting achievement for all of
us at Trainline. I am extremely proud of our
Trainline team and I want to thank every one of
them for the role they have played in growing the
company to become the leading independent rail
and coach travel platform globally, focused on
encouraging more people to make more
environmentally sustainable travel choices.”
Clare Gilmartin, CEO, Trainline
May 2019
Finablr
A global platform for payments and foreign
exchange solutions, Finablr raised $394.3m on
Premium segment of London Stock Exchange, a
continuation of MEA tech success stories.
“Today marks a momentous milestone for Finablr
and the beginning of an exciting new era to support
the Company’s growth and development. We are
very confident about the long term prospects of the
business and remain committed to generating the
greatest value for our all our shareholders. I would
like to take this opportunity to thank our global
teams for their passion and commitment."
Dr. B R Shetty, Founder and Co-Chairman of
Finablr

20
Source: FactSet and LSE calculation, October 2019
Note: Technology ICB Industry classification used
London’s Technology Industry
LSE is home for 169 technology companies from 24 countries
Geographical Breakdown of Institutional Investors
$244.3bnTotal Market Capitalisation
169Number of technology companies
45%
26%
23%
3%3%
United Kingdom
Europe (ex. UK)
North America
Asia
RoW
Top Institutional Investors
Value Held
$bn
BlackRock, Inc. 23.6
The Vanguard Group, Inc. 13.2
The Capital Group Cos., Inc. 12.9
Standard Life Aberdeen Plc 9.4
Legal & General Group Plc 8.0

21
3,434.1
2,346.0
401.3
55.2 9.5 8.9 7.8 6.8 4.9 3.2
0
1
2
3
4
5
6
7
0
500
1,000
1,500
2,000
2,500
3,000
3,500
4,000
LSE Borsa
Italiana
Oslo Børs Malta Stock
Exchange
Warsaw Euronext
Paris
Nasdaq
OMX
Stockholm
Nasdaq
OMX
Helsinki
Istanbul AktieTorget
No.ofIPOs
IPOcapitalraised($m)
IPO capital raised ($m) No. of IPOs
Leader in Europe
No.1 in Europe by the number and capital raised by tech IPOs
Top 10 European exchanges by tech IPO capital raised in H1 2019
Source: Dealogic, August 2019
All calculations are based on a deal first trade date
$3.4bn
Capital raised through
Tech IPOs in London
in 2018
6
Total number of Tech
IPOs in London in H1
2019
1.5x
More capital raised by
tech IPOs in London
than in the next
European competitor

22
191
184
131
105
71
49 45
36 36 31
0
50
100
150
200
250
ASX NASDAQ London Stock
Exchange
NYSE HKSE Tokyo Stock
Exchange
First North
Stockholm
Shenzhen
Stock
Exchange
Frankfurt
Stock
Exchange
Korea
Exchange
No.ofdeals
IPO Follow-on
3rd Largest Exchange for Tech Globally
A growing presence of technology companies
Top 10 global exchanges by the number of tech IPO & FO deals in 2018 - H1 2019
Source: Dealogic, July 2019
$9.65bn
Capital raised through
Tech transactions
between 2018 – H1
2019
131
Total number of Tech
transactions (IPO and
FO) in London
between 2018 – H1
2019

23
Europe vs US Tech
Europe attracts more tech companies
31
41 41
48
66
86
29
46
60
31
25
40
53
27
0
10
20
30
40
50
60
70
80
90
100
2013 2014 2015 2016 2017 2018 2019 H1
No.ofIPOs
Europe North America
European vs US exchanges by the number of tech IPOs
Tech surge in Europe continues:
Europe attracts more tech
companies than US exchanges
since 2015
US exchanges are NYSE and Nasdaq

24
Secondary Selldown Comparisons
Exits at IPO are more prevalent in London
*US exchanges are NYSE and Nasdaq
59
98
68
98
69
94
68
95
52
88
41
2
32
2
31
6
32
5
48
12
0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%
London
USA
London
USA
London
USA
London
USA
London
USA
20152016201720182019H1
% Primary % Secondary
London vs US exchanges* by the average % of secondary selldowns (existing shareholders exits) at IPO
Average proportion of secondary selldowns, % sold by existing shareholders, are significantly higher in
London (37%) than in US (5%)

25
Company Name Trainline
Network
International
Avast Funding Circle Integrafin AJ Bell Sensyne Health Boku Blueprism
Sector Technology
Payments
solutions
Cybersecurity
Online lending
market place
Investment
platform
Investment
platform
Healthcare
technology
Mobile
payments
platform
Process
automation
1yr Forward
Price/Sales
7.3x 9.2x 5.1x 1.6x 10.9x 12.7x 22.8x 5.0x 4.8x
1yr Forward
EV/EBITDA
23.6x 19.6x 11.7x 7.8x 19.4x 30.5x 12.4x 17.0x 8.9x
1yr Forward P/E 38.5x 31.5x 14.6x 7.4x 27.1x 40.9x 65.3x 31.0x 10.1x
2yr Forward
Price/Sales
6.3x 8.1x 4.8x 1.3x 9.9x 11.4x 8.2x 4.2x 3.2x
2yr Forward
EV/EBITDA
18.7x 16.9x 10.9x 17.5x 16.8x 26.7x 28.4x 11.4x 15.7x
2yr Forward P/E 27.3x 25.0x 13.5x 11.0x 3.3x 35.0x 51.1x 18.8x 17.2x
Expected sales
growth % (1 year)
35.4% N/A 20% 41.1% 15.3% 31.3% 5,221.0% 90.1% 190.8%
Revenue
generating? ✓ ✓ ✓ ✓ ✓ ✓  ✓ ✓
Profit generating  ✓ ✓  ✓ ✓   
Recent Tech IPO Multiples
UK tech investors willing to pay growth multiples at IPO
Source: FactSet, October 2019

26
0x
2x
4x
6x
8x
10x
12x
8x8 MobileIron LoopUp Personal
Group
0x
1x
2x
3x
4x
5x
WNS
Holdings
Unisys iEnergizer Serco
Group
0x
2x
4x
6x
8x
10x
12x
First Data Total
System
Services
First
Derivatives
Integrafin
Online Estate Agents
Source: FactSet, August 2019
NTM Price/Sales EV/Sales
London listed
US listed
Valuation is Not Driven by Listing Venue
UK tech IPOs compares favourably with US peers
Fintech
Online Food Delivery Software as a Service
Business Process OutsourcingSoftware Automation
0x
5x
10x
15x
20x
25x
30x
35x
Computer Services Blue Prism
0x
4x
8x
12x
16x
20x
Zillow Rightmove
0x
2x
4x
6x
8x
10x
12x
GrubHub Just Eat

27
2017
Fintech Surge Begins
In 2017, London Stock Exchange
welcomed three Fintech companies.
This included Boku Inc., a provider
of online mobile payments.
2018
Fintech Surge Builds
2018 was a record year for Fintech
companies at London Stock
Exchange. 7 new joiners ranged
from payment solutions providers to
online lending platforms.
2019
Fintech Surge Goes
International
In H1 2019, 2 Fintech companies
joined London Stock Exchange. Both
companies operate as payments
solutions providers in Middle East.
London’s Fintech Surge
2019 attracts international payments companies
Source: Dealogic, FactSet, July 2019

28
Case Study
Company
Description
Boku is a leading provider of carrier
billing services connecting merchants
with mobile network operators in 50+
countries. Founded in 2008 in San
Francisco it acquired two UK based
businesses (Paymo and Mobilcash)
and processes around $1bn
transactions annually. Boku had
previously raised c. $87m in 6
funding rounds with VCs including
Andreesen Horowitz, Benchmark,
Index, Khosla and NEA.
Boku Inc
Key Financials at IPO
Revenue EBITDA
2015 $19.2m -$11.4m
2016 $17.2m -$12.3m
Source: LSE, company website, Dealogic, FactSet, Bloomberg, October 2019
Price performance rebased to 100 as at date of admission
For the six months ended June 30, 2017, Boku's revenue was $10.2 million, up
from $8.4 million the year before, with underlying EBITDA a loss of $2.8 million,
narrowed from $7.2 million in the equivalent period last year. Boku reported
positive adjusted EBITDA for the month of September 2017.
Partial exit for VCs at IPO and Growth Capital
Current Valuation
EV/Sales EV/EBITDA
2018E 5.5x 43.9x
2019E 4.7x 15.9x
Company name Boku Inc
LSE market AIM
FTSE ICB sector Support Services
Main country of operation United States (Delaware incorporated)
Admission date 20 November 2017
IPO deal size $59.6m (primary: $19.9m, sec: $39.7m)
Market cap at admission $166.6 million
Current market cap $311.9 million
Nomad Peel Hunt
Top 5 Institutional Investors (value held $m)
River & Mercantile Group Plc
Merian Global Investors (UK) Ltd.
Schroders Plc
Danske Bank A/S
Swedbank AB
15.0
13.8
10.5
9.9
8.9

London Stock Exchange
Group in Africa

30
LSEG & Africa
A relationship dating back nine decades
̶ London Stock Exchange Group’s connection with Africa stretches back nine decades to 1938 when the first African firm
listed on LSE
̶ That company was African Explosives & Industries (now known as AECI); which made blasting explosives and detonators for
the gold and diamond mining industries in South Africa

31
LSEG & Africa
Collaborative efforts driving the continent forward
Key collaborative partnerships and initiatives
̶ LSEG has, to date, published two “Companies to Inspire Africa” reports (2017 and 2019), aimed at
profiling some of Africa’s of the most exciting high-growth businesses.
̶ LSEG hosted a Forum in October 2018 in partnership with CDC Group to address barriers to investment
in Africa.
̶ LSEG works closely with eight major African exchanges (including JSE, Botswana SE Exchange and
Casablanca SE) providing trading software and clearing technology.
̶ LSEG has also partnered with a number of exchanges to enable dual-listings for companies looking to
simultaneously list shares in both Africa and London (e.g. Nigeria’s Seplat Petroleum)
̶ LSEG’s FTSE Russell has long-standing relationships in Africa, having worked with JSE to calculate
domestic indexes since 2002. More recently, FTSE Russell collaborated with the Nairobi SE (2011) and
Namibian SE (2016)
̶ In March 2016, LSEG brought together a dozen highly regarded business leaders, policymakers and
investors from across the African continent to form an Africa Advisory Group (LAAG), which acts as a
forum to discuss the development of Africa’s capital markets

32
Home for African Issuers
Supporting the development of African Capital Markets
Source: FactSet, Bloomberg, Dealogic, October 2019
*The table displays data on currently listed bonds on LSE as of January 21, 2019. RegS and 144A are consolidated
14 African debt issuers
51 active bonds
London DCM credentials*
London ECM credentials
$22bn+ raised since 2008
$161bn total market cap
112 listed companies
$55bn+ raised since 2008 South Africa
BotswanaNamibia
Zimbabwe
Zambia
Mozambique
MalawiAngola
Democratic
Republic of
Congo (DRC)
Rep. of
Congo
Tanzania
Uganda Kenya
Madagascar
Mauritius
Burundi
Rwanda
Cameroon
Nigeria
Niger
Burkina Faso
Mali
Ghana
Cote
d’Ivoire
Liberia
Sierra Leone
Senegal
Morocco
Cape
Verde
Egypt
Tunisia
Guinea
Central
African
Republic
Eritrea
Gabon
Equatorial
Guinea
LSE is the #1 exchange for African
issuers outside Africa and the
second largest African exchange
globally (behind JSE)

33
Strong Presence of African Corporates
Overview of African companies listed on LSE
LSEG market infrastructure technology is deployed in 10 African markets, including the Johannesburg Stock Exchange
Source: Dealogic and LSE, October 2019
Note: Country of Primary Business has been used to calculate these statistics
$161bn
Total market cap
of African
companies listed
on LSE
112
African
companies
currently listed
on LSE
$1.8bn
Raised by
African
Companies on
LSE in 2019YTD
5749
4 2
AIM Main Market ATT PSM
112
African Issuers
per LSE Market
42
17
7
6
5
5
4323
Mining
Oil & Gas Producers
Industrial Metals
Banks
Food Producers
General Financial
Real Estate Investment & Services
General Industrials
Others
112
African Issuers
per ICB Sector

34
Overview of African Transactions on LSE
Capital raised since 2013
Source: LSE, Dealogic, October 2019
Top3dealsforthe
year
-
10
20
30
40
50
60
0.0
0.5
1.0
1.5
2.0
2.5
2013 2014 2015 2016 2017 2018 2019 YTD
No.ofdeals
Capitalraised($bn)
Follow-On IPO No. of deals

3535
Recent African IPOs and Introductions
Sector diversification and strong Africa representation
Admission date Issuer
Money raised
($m)
Current market cap ($m) LSE Market ICB Sector
15-Oct-19 Helios Towers 317 1,546 Main Market Telecommunications
28-Jun-19 Airtel Africa 687 2,663 Main Market Telecommunications
20-Jun-19 Resolute Mining N/A – Introduction 739 Main Market Mining
28-May-19 SDX Energy N/A – Introduction 58 AIM Mining
30-Nov-18 Kropz plc 35 33 AIM Mining
26-Nov-18 MOD Resources N/A - Introduction 101 Main Market Mining
21-Nov-18 Wentworth Resources plc N/A - Introduction 46 AIM Oil & Gas Producers
18-Oct-18 Alexandria Mineral Oils Company (Amoc) S.A.E. N/A - Introduction 323 ATT Oil & Gas Producers
31-Jul-18 Grit Real Estate Income Group 132 330 Main Market Real Estate Investment & Services
31-Jul-18 Kavango Resources plc 2 5 Main Market Industrial Metals & Mining
24-Jul-18 Danakali ltd N/A - Introduction 115 Main Market Mining
13-Jul-18 ASA International Group plc 182 397 Main Market Financial Services
29-Jun-18 RA International Group plc 25 86 AIM General Industrials
26-Jun-18 Old Mutual Limited N/A - Introduction 6,440 Main Market Life Insurance
18-May-18 Serinus Energy plc 14 37 AIM Oil & Gas Producers
04-May-18 Vivo Energy plc 603 1,957 Main Market General Retailers
29-Mar-18 Kore Potash 9 27 AIM Mining
Source: LSE, company website, Dealogic, FactSet, October 2019

36
973
Total number of institutional investors and capital
invested in each African Stock Exchange:
121
136
3,898
Total number of institutional investors on LSE
2,046JSE
Number of institutional investors unique* to LSE and
capital invested in London-listed securities versus:
2,577
Nigerian
2,566
NSE
2,042
All three
Exchanges
Source: Factset, April 2019
*Unique investor analysis is on a parent institutional investor level
London Attracts over 2000 Unique Investors
Versus JSE, NSE and Nigerian Stock Exchange combined
$1.19tn
$2.12tn
$2.12tn
$1.19tn
$229bn
$1.5bn
$1.6bn

37
Case Study
Company name Helios Towers Plc
LSE market Main Market – Premium
FTSE ICB sector Telecommunications Service Providers
Main countries of operation
Tanzania, DRC, Congo Brazzaville,
Ghana, South Africa
Admission date 15 October 2019
Money raised at admission $317.2 million
Market cap at admission $1,458.9 million
Current market cap $1,545.8 million
Bookrunners
BofA Merrill Lynch, Jefferies, Standard
Bank (Joint Coordinators), EFG
Hermes, Renaissance Capital
“Today marks the start of the next exciting chapter in the Company’s
history and we are delighted Helios Towers is to begin trading as a public
Company on the London Stock Exchange. We look forward to working
with our high-quality institutional shareholder base as we seek to leverage
the compelling opportunities in our markets.”
Kash Pandya, CEO
Listing
Story
Helios Towers is a leading Sub-
Saharan independent tower
company, with operations across
five countries in Sub-Saharan
Africa. It’s principal business is
operating owned
telecommunications sites and
related infrastructure.
The IPO raised $317.2 million
giving the company a valuation of
$1.46 billion. Helios Towers was
the second African,
telecommunications company to
list in London in 2019 after Airtel
Africa.
The firm is looking to grow both in
it’s current markets but also with
the potential to expand into new
geographies too. This includes
construction of additional sites,
expansion into adjacent
technologies and strategic
acquisitions of site portfolios.
Helios Towers
Key Financials at IPO
Revenue EBITDA
2018 $356m $180m
2019 (1/2 year) $190.7m $99m
The company’s aim in joining
public markets is to raise capital to
fund future growth opportunities in
line with the firm’s strategy as well
as maintaining and expanding
relationships with customers.

38
Case Study
Listing
Story
The Company pursued an IPO to
help the subsidiary derive better
value and enable the parent
company in India to lower its debt.
The Offer was made up of 100%
primary proceeds with 18% of the
company sold.
Airtel Africa
The pricing of 0.8p per share implied
a trailing EV/EBITDA of 5.3x, largely
in line with its global peers. The offer
was oversubscribed with strong
interest from a variety of global
investors across the UK, US and
MEA.
Airtel Africa is a leading provider of
telecommunications and mobile
money services, with a presence in
14 countries, primarily in East Africa
and Central and West Africa. Each of
the 14 markets the Company
operates in demonstrates strong
GDP growth potential, with young
and fast-growing populations.
Airtel Africa’s shares also began
trading on the Nigerian Stock
Exchange on 9 July, making it the
first dual-listed NSE and Premium
Main Market issuer.
Company name Airtel Africa Plc
LSE market Main Market
FTSE ICB sector Telecommunications
Main country of operation Pan-African
Admission date 28 June 2019
Money raised at admission $687 million
Market cap at admission $3,814 million
Bookrunners
Citi, BAML, JP Morgan, ABSA, Barclays,
BNP Paribas, Goldman Sachs, HSBC,
Standard Bank
“The strong support we have received from institutional investors
demonstrates the attractive investment proposition Airtel Africa
offers the market… to deliver on a clearly defined strategy to build
Airtel Africa into a market-leading mobile service provider,
increasingly expanding beyond voice into data services and Airtel
Money. The Board would like to thank those involved in the process
and looks forward to supporting the management team as they
execute on the strategy.”
Sunil Bharti Mittal, Chairman

39
Case Study
Company name Resolute Mining
LSE market Main Market – Standard
FTSE ICB sector Mining
Main countries of operation Australia, Ghana, Mali
Admission date 20th June 2019
Advisers Berenberg, Bryan Cave Leighton Paisner
“We are delighted to be celebrating Resolute’s London Stock Exchange listing today.
This milestone marks the company’s next significant phase of growth and will
provide us with a greater platform from which to access a larger global pool of
investors. The LSE is home to some of the world’s largest mining companies and we
look forward to joining the ranks of the African mid-tier gold producers, alongside a
market that has a good understanding of both the gold sector and the African mining
environment.”
John Welborn, CEO
Listing
Story
Resolute Mining Limited engages
in the mining, exploration,
development, and production of
gold properties in Africa and
Australia.
The company currently owns three
mines; the Syama gold mine in
Mali, Ravenswood in Australia and
Bibiani in Ghana. The estimated
capacity of these mines is c.
500,000 oz per annum.
Resolute Mining admitted shares
for trading on the Standard
segment of the Main Market on
20th June 2019 by way of an
introduction.
The company will maintain its
listing on the Australian Stock
Exchange and looks to boost
liquidity via the listing on LSE.
Resolute marks the 22nd currently
active dual-listing between the
LSE and ASX.
Resolute Mining
Adding a London listing to expand its investor base
ICM Investment Management Ltd.
Van Eck Associates Corp.
L1 Capital Pty Ltd.
Dimensional Holdings, Inc.
The Vanguard Group, Inc.
106.4
78.6
43.4
37.7
25.1

40
Case Study
SEPLAT
Facilitating a Dual-Listing for Nigerian Corporates Through established mechanisms
Average Daily Traded Volume (last one year)
44.8%
Lagos line
55.2%
London line
Sustainable Capital Ltd.
Jupiter Fund Management Plc
Standard Life Aberdeen Plc
Sanlam Ltd.
Eaton Vance Corp.
34.5
4.5
3.9
2.5
2.3
Company name SEPLAT Petroleum Development Company
LSE market Main Market - Standard
FTSE ICB sector Oil & Gas Producers
Main countries of operation Nigeria
Admission date 9 Apr 2014
Money raised at admission $538 million
Market cap at admission $1,903 million
Bookrunner(s) / Nomad
BNP, Standard Bank, Renaissance Securities,
Citigroup Global and RBC
Listing
Story
SEPLAT is an oil and gas exploration
and production company incorporated
and operating in Nigeria. Since
commencing production in 2010, the
company has increased oil and gas
production in each year of operation to
become a leading indigenous oil and
gas operator in Nigeria.
From a gross operated oil
production of 14,000 boed at
inception, the company has
maintained strong production
growth with output rising to 70,000
boed in total operated production
as at June 2013.
SEPLAT became the first Nigerian
company to be dual listed on both
the LSE and the NSE. The IPO
proceeds will primarily be used to
acquire and develop new
acquisitions
The Company issued 143,284,130
new Ordinary Shares at a price of
210 pence per share (NGN 576
per share for NSE listed shares)
raising $503 million.

41
Source: Company website, Dealogic, FactSet, January 2017
*The International Securities Identification Number (ISIN) is a code that uniquely identifies a specific securities issue
— London and Lagos listed shares are fully fungible, trading
under the same ISIN* and in two currencies (GBP and
Naira).
— Innovative cross exchange mechanism that meets the
needs of investors and Nigerian capital controls.
— LSE has worked with UK and Nigerian market participants
to ensure Nigerian’s capital export certificate system is
embedded in the connectivity mechanism, and cross-
border settlement.
— Close cooperation within two market communities to
deliver project.
Full Fungibility Between UK and Nigeria
Seplat – A pioneering transaction linking two markets
Stock Exchanges Regulators
Clearing SystemsRegistrars
Nigeria
Depositary & DI Issuer
UK
Custodians
Nigeria
Seller Buyer
Communicates
“sell” order to Trader /
Broker
Orders matched
Sends SWIFT
instruction
Buyer(s) trading
account
Funds
Shares
Computershare
cancels and marks-
down DI issuance
position in UK
register
Seller(s) CREST
account
UK Trader/ Broker
submits “DI
cancellation to
Computershare
Computershare
instructs custodian
to transfer underlying
shares) for onward
settlement removal
request
Trader(s) CREST
account
Seller(s) CSCS
account
Funds
Computershare share
position in CSCS under
Custodian
Trader(s)
Communicates “buy”
order to Trader /
Broker
Sends SWIFT
instruction
DIs
Trader(s) CSCS
account
Funds
UK Nigeria

42
Case Study
Company name Vivo Energy Plc
LSE market Main Market - Premium
FTSE ICB sector Oil & Gas Producers
Main countries of operation Pan Africa
Admission date 04 May 2018
Market cap at admission $2.7 billion
Current market cap $2.0 billion
Bookrunners
JP Morgan, Citi, Credit Suisse, BNP
Paribas, Rand Merchant & Standard
“We have been extremely pleased with the investor response to our
offer, in what has been a challenging period for the wider markets.
Vivo Energy’s differentiated business model, strong track record,
exposure to Africa and the growth opportunity it represents has
been well understood by investors. We are excited about the
momentum in the business and are looking forward to delivering
further growth and success as a London listed company.”
Christian Chammas, Chief Executive Officer of Vivo Energy
Listing
Story
Vivo Energy distributes and
markets Shell-branded fuels and
lubricants to retail and commercial
customers in Africa. The Group
has a network of over 1,800
service stations in 15 countries
and exports lubricants to a number
of other African countries.
It is also the first company
identified in LSEG’s ‘Companies to
Inspire Africa’ report. Vivo chose a
listing on LSE amidst pulled IPOs
from Varo in Amsterdam citing
European market volatility.
Vivo successfully raised $819
million via IPO on the Premium
Main Market, valuing the company
at $2.7 billion at the time.
This was followed by an inward
listing of shares on JSE.
As at H1 2018, Vivo was the
second largest IPO on London
Stock Exchange; and the largest
Africa-focused IPO in more than a
decade.
Vivo Energy
The Capital Group Cos., Inc.
Brandes Worldwide Holdings LP
FIL Ltd.
BlackRock, Inc.
Legal & General Group Plc
97.0
51.9
34.1
31.4
24.1

43
Case Study
Grit
"We are delighted to have successfully completed our Listing on
London Stock Exchange and we are proud to be the first London
listed pan-African real estate group. We welcome our new
shareholders and look forward to embarking on the next phase of
our development as we seek to take advantage of the further
opportunities for real estate investment assets in pre-selected
African counties and beyond”
Bronwyn Corbett, CEO, Grit
Government of South Africa
M&G Plc
Legal & General Group Plc
Grindrod Ltd.
Ruffer Management Ltd.
83.0
11.3
10.4
10.4
7.1
Listing
Story
Grit is focused on real estate
investment assets underpinned by
long-term leases with high quality
tenants delivering strong and
sustainable income. Their portfolio
currently comprises of over 20
income producing properties in
seven African countries.
The IPO is intended to create a
compelling opportunity for UK and
other equity investors to gain
exposure to the African real estate
sector. The listing will support
Grit's aim to grow their portfolio
and become the leading real
estate owner in Africa.
Grit raised $132.1 million
(€113.3m) in the Standard Main
Market by issuing 92.4 million
shares at a price of $1.43 per
share.
Grit's strategy is to grow their
portfolio based on hard currency
LT leases and strong
counterparties, focus on areas
with existing / pending REIT
structures, and to develop and
maintain partnerships in countries
that will secure pipeline and
strengthen in-country resources.
Company name Grit Real Estate Income Group
LSE market Main Market – Standard
FTSE ICB sector Real Estate Investment & Services
Main region of operation Africa
Admission date 31 July 2018
Bookrunners finnCAp, Northland, Exotix, PSG, PC, Axys

44
Case Study
ASA International
“The completion of the IPO on the premium segment of the
London Stock Exchange is a landmark moment for ASA
International. We look ahead with confidence as we seek to deliver
value for our shareholders and continue to expand our mission to
enhance financial inclusion among predominantly female micro-
entrepreneurs across Asia and Africa.“
Dirk Brouwer, co-founder and CEO, ASA International
Ruane, Cunniff & Goldfarb, Inc.
Deccan Value Investors LP
Wasatch Advisors, Inc.
Standard Life Aberdeen Plc
Bank of Montreal
56.8
39.3
11.2
8.8
7.9
Listing
Story
ASA is the world’s largest and
most profitable international micro
finance institution aiming towards
enhancing the empowerment of
financially undeserved female
micro-entrepreneurs and small
business owners in a socially
responsible manner.
Following securing a $20 million
investment from the Bill and
Melinda Gates Foundation and
another $20 million loan, ASA
chose to list in the LSE for the
group’s development and to gain
access to capital markets further
improving their profile in the eyes
of management and employees.
The company listed on the
Premium Main Market, raising a
£137.7 million ($181.9 million)
issuing 44m shares at
£3.13/share, giving it a total
market capitalization of $413.5
million at IPO.
IPO proceeds would be used to
deliver value to the shareholders
by continuing to grow its client
base, seeking to serve the market
of 365 million low-income women,
and expanding into new
geographies.
Company name ASA International Group PLC
LSE market Main Market – Premium
FTSE ICB sector Financial Services
Main regions of operation Africa and Asia
Admission date 13 July 2018
Bookrunners Citigroup, EFG, Investec

45
Case Study
RA International
“Admission to AIM will provide an appropriate structure for the
long-term development of the business and enable us to progress
our capabilities to benefit our customers further. The support that
we’ve seen from the London market has been very encouraging
and we are very pleased to welcome new shareholders to our
business.“
Soraya Narfeldt, CEO, RA International
Top Institutional Investors (value held $m)
Jupiter Fund Management Plc
BlackRock, Inc.
Premier Asset Management Group Plc
4.5
4.2
0.8
Listing
Story
RA International is Africa’s leading
remote site service provider
offering integrated camp services
with a presence in more than 10
African countries.
The business is headquartered in
Dubai and has 14 years of
operational knowledge with a
culturally diverse and multi-lingual
workforce of over 1,600 people.
RA raised ₤18.8 million ($24.6
million) by issuing 33.6 million
shares at ₤0.56 ($0.73), at a
market capitalisation of $127.2
million at IPO.
The new funds raised through the
IPO will be used to further
accelerate the growth of RA and
its international expansion plans.
Company name RA International Group PLC
LSE market AIM
FTSE ICB sector Industrial Goods and Services
Main countries of operation Somalia, South Sudan, Mozambique
Admission date 29 June 2018
Nomad Cenkos Securities

46
Case Study
Company name Kropz Plc
LSE market AIM
FTSE ICB sector General Mining
Main countries of operation
South Africa, Republic of Congo,
Ghana
Admission date 30 November 2018
Nomad Grant Thornton
“We are pleased to have raised gross proceeds of £27.3 million
despite the recent volatility across the global stock markets. I would
like to thank Africa Rainbow Capital who have continued to invest in
the business and the new UK, South African and international
shareholders for their support…..”
Ian Harebottle, Chief Executive Officer
Listing
Story
Kropz is an emerging plant
nutrient producer with an
advanced stage phosphate mining
project in South Africa;
Elandsfontein Phosphate Project
and exploration assets in West
Africa.
To raise funds required to
complete the Elandsfontein
Phosphate Project and to further
develop its West African assets,
the company admitted to LSE’s
AIM market on 30th November,
2018.
The Company raised $35 million
(£27.3 million) at IPO via a placing
of 68.4 million new Ordinary
Shares.
Post Admission, Kropz acquired
71.3% of Cominco who, through
its wholly owned subsidiary,
Cominco SA, owns the Hinda
Phosphate Project; the Company’s
medium-term development asset
Project in the Republic of Congo.
Kropz
0 10 20 30
Use of Proceeds ($ million)
Elandsfontein final
development capital
Project development and
operating costs
Elandsfontein debt
reduction
Admission Expenses

47
“We publish this report as it is our belief that these firms, and
high-growth firms like them, are crucial to the future of the
African economy.” David Schwimmer, CEO, London Stock
Exchange Group
Profiling Africa’s Inspiring Companies
On 15 January 2019, LSEG launched the second edition of
the pioneering Companies to Inspire Africa report, which
featured 360 private, high-growth companies from 32
countries across Africa, operating in 7 major sectors. This
follows on from the launch of the inaugural Companies to
Inspire Africa 2017 report.
CTIA aims to reduces the information gap between Africa’s
fastest growing companies and global investors, as well as
showcase to the world some of the exciting business changes
happening across Africa.
Companies to Inspire Africa (CTIA)
Showcasing Africa’s exciting, high-growth companies

48
32
97 in Nigeria
66 in Kenya
31 in Uganda
23 in South Africa
20 in Ghana
15 in Ethiopia
14 in Rwanda
Countries in Africa
7
23% Consumer Services
21% Industry
14% Agriculture
14% Tech & Telecoms
12% Financial Services
9% Healthcare & Education
6% Renewable Energy
Main sectors
360
46% Revenue CAGR over three years
23% Female CEOs, up from 12% in CTIA 2017
75 Companies repeating from CTIA 2017
363 Average number of employees
Companies identified
Geographical Spread
The Statistics – 2019 CTIA
Impressive breadth and diversity of African business

50
19%
45%
3%
13%
30%
5%
-
50
100
150
200
250
0
5
10
15
20
25
30
35
40
45
50
LSE AIM LSE Main Market NASDAQ NYSE UK US
No.ofIPOs
Post-IPOperformance(avg%)
Average % change offer/current price No. of IPOs
Source: Dealogic, LSE calculations, August 2019
Small cap defined as companies with market cap of up to $250m at the time of IPO
Post-IPO Performance defined as avg % change of current price in relation to IPO offer price
⎯ In recent years, smaller companies have found LSE’s markets to be a superior location for performance following their IPO
Strong Support for Small Caps
Small-cap IPOs and aftermarket performance (2016 – 2019 H1)

51
FINRA TRF
20%
NASDAQ
16%
Dark Pools
15%
NYSE
13%
Arca
11%
DirectEdgeX
7%
BATS
7%
Other Exchanges
11%
U.S. Market Split by Venue, 20152
Comparing Trading Liquidity
US markets see higher level of fragmentation and proportion of HFT
LSE Group
68%
Bats Europe
30%
Other
2%
U.K. Market Split by Venue, 2015 1
LSE Group NYSE Group
Total # Trade -1y 145m trades 218m trades
Avg trade size 785 shares/trade 214 shares/trade
“Markets today are fragmented across
11 exchanges and over 60 electronic
crossing networks and Alternative
Trading Systems (ATS).
No single trading venue or exchange
accounting for more than
20% of total market volume.”
The majority of turnover in LSE listed
stocks match on LSEG.
LSE Group accounts for more than two
third of trading. LSE Group, therefore, has
a comprehensive view of trading activity of
stocks listed on LSE.
Fragmentation
adds to cost and
complexity.
“Given that
custodians charge
by trade,
fragmentation and
execution through
multiple brokers
has had cost
implications for
institutional
investors”3
0
10
20
30
40
50
60
70
80
New York London
% of HFT in Trading1
1Source: Fidessa, Jan 2017, The Brattle Group and CS Trading Strategies report. FTSE 100 trading split by venue owner, Jan 2017
2 Credit Suisse Trading Strategy
3The Impact of Equity Market Fragmentation and Dark Pools on Trading and Alpha generation
https://investments.voya.com/idc/groups/public/documents/investor_education/fundspace_bswp-darkpools.pdf

52
— From 2016-18, the performance of international companies listed in the US has been considerably worse than that of domestic companies
— While the FTSE 100 and S&P 500 exhibit very similar levels of volatility, international stocks (none of which are included in the S&P 500)
exhibit far greater volatility
— For companies that derive the greatest proportion of their revenue in the UK, this jumps up to 13.5%
The US: a Domestic Focused Market
International companies exhibit more volatility in the US
International Companies tend to significantly underperform
domestic companies post-IPO in the US
Source: Dealogic, FactSet, January 2019
Post-IPO performance is a weighted average by market cap at the time of IPO
Note: Volatility is defined as the standard deviation of price changes over the last 3 years
-50
-40
-30
-20
-10
0
10
20
30
40
50
2016 2017 2018
PostIPOPerformance(%)
Domestic International
Volatility comparison between FTSE 100, S&P 500 and
International NYSE-listed stocks
7.03 7.05
12.50
13.52
0
2
4
6
8
10
12
14
FTSE 100 S&P 500 International
NYSE-listed
UK NYSE-
listed
Volatility(%)

53
Source: FactSet, Bloomberg, January 2019
*Underweight/Overweight is determined based on the overall weighted % of all international stocks listed in US (8.5%). International companies are those where the country
of primary business of a company is not equal to the country of its primary listing. Country of primary business methodology uses FactSet data and takes into account the
country of largest revenue exposure, headquarters and incorporation
Comparison of Top 5 US and non-US Institutional Investors in
Domestic and International US-listed Companies
Top US Institutional
Investors
% Held in Int’l
Companies
Underweight /
Overweight*
International Stocks
BlackRock 3.4% Underweight
The Capital Group 5.8% Underweight
FMR 6.4% Underweight
T. Rowe Price 7.2% Underweight
Invesco 5.9% Underweight
Top non-US
Institutional
Investors
% Held in Int’l
Companies
Underweight /
Overweight
International Stocks
UBS 3.1% Underweight
Government of Norway 4.7% Underweight
Janus Henderson 8.2% Underweight
AXA 3.5% Underweight
Sun Life Financial 8.0% Underweight
US Investor Weightings Overview
Largest investors typically underweight international stocks
— The total market capitalisation of international stocks on NYSE is 8.5%. Top US investors are ‘underweight’ international holdings
— Additionally, even non-US investors are underweight non-US companies in NYSE
— The domestic-focused nature of US investors often leads international companies to be valued at a discount to their domestic peers
2.9x
14.7x
2.3x
13.0x
0
2
4
6
8
10
12
14
16
Price / Sales EV / EBITDA
Domestic International
Comparison of relative valuations of domestic and international
NYSE-listed companies

54
3.8%
6.5%
5.7%
3.5%
6.4%
5.8%
0.0
1.0
2.0
3.0
4.0
5.0
6.0
7.0
8.0
LSE NASDAQ-US NYSE
Underwritingfee%
2017 2018
Comparison of Underwriting Costs for IPOs (%)
UK vs US IPO Cost Comparison
UK typically lower cost with less litigation risk
Source: Dealogic, January 2019
Source: http://securities.stanford.edu/research-reports/1996-2017/Cornerstone-Research-Securities-Class-Action-Filings-2017-YIR.pdf
202
Foreign issuers were sued
from 2014-18, paying out
settlements totalling $4.5bn
8.4%
of all US exchange listed
companies were sued in
2018 alone
No SarbOx
Lower Insurance
Less Litigation

55
Source: Stanford Law School in collaboration with Cornerstone Research, http://securities.stanford.edu/research-reports/1996-2017/Cornerstone-
Research-Securities-Class-Action-Filings-2017-YIR.pdf
*DDL- The total decline—that is, the dollar value change—in the market capitalisation of a defendant company from the trading day immediately preceding
the end of the class period to the trading day immediately following the end of the class period. Mega DDL filings have a dollar loss of at least $5 billion.
**Source: SEC Website
Comparison of US and UK Regulatory Regimes
Key Issue United States United Kingdom
Quarterly
Reporting
Liability regime
arising from
disclosure
Sarbanes Oxley introduces a risk of
personal criminal liability for CEO
and CFO who must sign-off on
disclosure, financial and accounting
controls and disclosure in SEC filed
annual report.
Directors responsible for content of
annual report, would not incur
personal criminal liability except in
cases of fraud.
Directors and
Officers Insurance
D&O Insurance costs are typically 3x
more expensive for a company
listed in the US due to the
significantly more litigious
environment compared to the UK.
Owing to the less litigious
environment, D&O Insurance is
generally far cheaper in the UK than
the US
Litigation
⎯ Plaintiffs filled a record 412 new
federal class action securities
cases in 2017
⎯ This is 52% higher than 2016 and
more than 2x than 1997-2016
average
⎯ Snap Inc (NYSE.SNAP) was
subject to class action filing 2
months after listing.
⎯ In January 2018, Brazilian oil
company Petrobras agreed to pay
$3bn as settlement to a class
action lawsuit
We were not able to identify a class
action in the UK against any LSE
listed foreign company. This
compares to 336 class actions against
foreign US listed companies since
2008.
0 1000 2000 3000
US Corporate
Foreign Corporate
USDm
FCPA 2016 Settlements against US vs Int’l firms**
Market Cap loss that preceded class action
(Direct Dollar Loss* by size Average (1997-2015))
54%
11%
8%
10%
8%
6% 3%
Mega ≤$500M ≤$1B ≤$2B ≤$3B ≤$4B ≤$5B

56
US Litigation Environment
Class Action lawsuits are increasing in frequency
— Plaintiffs filed 403 new federal securities class actions last year, making 2018 the second-largest year on record, trailing only
2017
— The number of filings in 2018 was 99% higher than the average
— Core filings – those excluding M&A filings – were the highest since 2008m when filings surged due to the volatility in global
financial markets
— Since 2009, 19.5% of IPOs have been subject to a federal core filing within four years of IPO, compared to 14.5% pre-crisis
228
182
120
177
223
165 175
188
151 165 168
207
271
412 403
0
50
100
150
200
250
300
350
400
450
2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
M&A Filings ICO / Cryptocurrency Filings
Chinese Reverse Merger Filings Credit Crisis Filings
All Other Filings

57
4.7%
15.2%
1.4%
12.5%
26.3%
19.4% 19.4%
6.5%
0%
5%
10%
15%
20%
25%
30%
Consumer
Discretionary
Consumer
Staples
Energy /
Materials
Financials / Real
Estate
Health Care Industrials Tech /
Telecomms
Utilities
%marketcapsubjecttocorefilings
—The likelihood of an S&P 500 company being sued in 2018 was the highest since 2002
—This constitutes 14.9% of the S&P 500’s total market cap
—Of the companies in the index at the beginning of 2018, approximately 1 in 11 (9.4%) was a defendant in a core
filing during the year
—Core filings activity in the Tech / Telecomms sector increased for the fourth consecutive year
—Nearly 20% of the market cap of the Tech / Telecomms sector was subject to core filings in 2018
US Litigation Environment
Core filings in Tech / Telecomms sector increase again
Note: sectors are based on the Global Industry Classification Standard (GICS)

Appendix
Listing Rules in London

59
MAIN MARKET AIM
Description Premium Sovereign Segment Standard (shares) High Growth Segment Standard (DRs) AIM
Domicile Any Any UK / Europe Any Any
Regulation EU Regulated Market & Listed
EU Regulated Market &
Listed
EU Regulated Market
EU Regulated Market &
Listed
MTF (EU SME Growth
Market)
Minimum free float 25% (shares) 25% (shares or DRs) 25% (shares) 10% 25% of the DRs
Assessment of
appropriateness
Revenue criteria
75% of business supported by historic
financial information (3 years)
n/a
Historic revenue growth
of 20% CAGR (3 years)
n/a n/a
Admission
Prospectus & Eligibility letter to UKLA under
Listing Rules
Prospectus & Eligibility
letter to UKLA under
Listing Rules
letter to LSE
letter to UKLA under
Listing Rules
AIM Admission
Document & Nomad
declaration
Adviser
Listing Sponsor at admission & for
transactions
n/a Key Adviser n/a
Nominated Adviser at all
times
Corporate governance UK Corporate Governance Code DTR statement DTR statement DTR statement
Code of issuer’s
choosing
Significant transactions Percentage ratios as per Listing Rules (LR10) n/a
Percentage ratios as per
HGS Rules
n/a
Class tests as per AIM
rules
Controlling shareholder
agreement
Required (LR6.5)
Sovereign controlling
shareholder exempt
n/a n/a n/a Considered with Nomad
Related Party
Transactions
Notified via RIS*
Independent
shareholder vote**
Sponsor opinion
Annual accounts
Notified via RIS*
Interim mgmt.
statement (EEA
shares)
Annual accounts
DTR interim mgmt.
statement
Disclosed via annual
accounts
Notified via RIS –
percentage ratios*
Annual accounts
Annual accounts
Notified via RIS
Nomad fair and
reasonable
Annual accounts
Cancellation 75% shareholder approval
No shareholder approval
required
75% shareholder
approval
No shareholder
approval required
75% shareholder
approval
Indices
FTSE UK Series,
where eligible
Ineligible for FTSE UK
series
series
series
Relevant IOB index
FTSE AIM Series,
where eligible
Choice of Routes to Market
Choice of Routes to Market – Regulatory Overview
*Does not apply to ordinary course transactions. See LR11 for more details / B4 of schedule 5 of A&Ds (HGS).
**Size thresholds and other exemptions apply. See LR11 for more details.

60
Key eligibility requirements Key continuing obligations
Listing Rules
• Compliance with the Listing Principles (LR 7)
• Appointment of a sponsor
• 75% of the business to be supported by a historical
financial information
• Control over the majority of the entity’s assets
• Independent business as main activity
• Unqualified working capital statement
• Minimum 25% shares in public hands
• Minimum market capitalisation GBP 700,000
• Free transferability of securities
• Eligible for electronic settlement
Accounts
• 3 years of audited financial information*
• Latest accounts no more then 6 months old (Interims
included if accounts more than 6 months old)*
• EU IFRS or equivalent
Corporate
Governance
• UK Corporate Governance
Prospectus • Prospectus approved by the UKLA
Admission &
Disclosure
Standards
• Compliance with London Stock Exchange's
Admission and Disclosure Standards
*Does not apply to mineral or scientific research companies
Periodic
Reporting
• Annual Financial Report (four months after the end
financial period)
• Half yearly financial report
• Significant transactions (class tests)
Listing Rules
• Pre-emption rights extended to existing
shareholders
• Reverse Takeover Rules
Disclosure and
Transparency
Rules
• Inside information made public without delay
• List of insiders
• Major shareholder notification
• Directors Dealings
• Related party transactions
Corporate
governance
• UK Corporate governance – comply or explain
• Statement in the annual report
Sponsor • To be retained at all times
Premium Listing on the Main Market

61
FTSE UK Index Series
FTSE All share Index FTSE All-small Index
FTSE 100
FTSE 250
FTSE 350
FTSE All
Sector Index
FTSE Small
Cap Index
Passive and active funds in London
0%
20%
40%
60%
80%
100%
Active Passive
Source: Investment Management Association’s 10th Asset Management Survey
Premium Listing – FTSE Index Inclusion
― FTSE UK series is one of the world’s most widely tracked family of indices
― FTSE UK Series is the only flagship index series of any major exchange to admit international companies
― Premium Listing on London Stock Exchange enables issuers to get access to tracker funds

62
*Each company inclusion into FTSE UK Series is individually assessed by the FTSE practitioners committees. Eligibility is dependent on the company passing liquidity screening.
The calculation of the minimum free float will be based on the ordinary share capital issued by the company and may include shares that would otherwise be excluded solely
because they are subject to a lock-in clause of twelve months or less from their first day of trading, but that would in all other respects be considered part of a company’s free float.
**Examples of low taxation countries include: BVI, Bermuda, Cayman Islands, Guernsey, Isle of Man, Jersey, Marshall Islands.
Premium Listing on Main Market of
London Stock Exchange
Not eligible
Yes No
Incorporation?
UK Overseas
Incorporated in FTSE
developed country?
Yes No
Free float >50% at admission?
Incorporated in low taxation jurisdiction
as approved by FTSE?**
Yes No
Adherence to principles of UK Takeover code Not eligible
Yes
No
Not eligible
Potentially eligible
(if free float>25%)*
Yes No
Potentially
eligible*
Not eligible
FTSE UK Index Series Decision Tree

63
Listing Rules
• Minimum 25% shares in public hands in one or more
EEA States
• Minimum market capitalisation GBP 700,000
• Free transferability of securities
• Eligible for electronic settlement
• 12 month working capital statement
Accounts
• 3 years of audited financial information (or such
shorter period that the issuer has been in operation)
• Latest accounts no more than 18 months old (if
audited interims included) or 15 months old (if
unaudited interims included). If accounts are older
than 9 months, interims must be included.
Corporate
Governance • Domestic corporate governance code applies
Prospectus • Prospectus approved by the UKLA
Admission &
Disclosure
Standards
• Compliance with London Stock Exchange's
Admission and Disclosure Standards
Periodic
Reporting
• Annual Report (four months after the end financial
period)
Disclosure and
Transparency
Rules
• Reverse Takeover Rules
Corporate
governance
• Domestic Corporate governance applied
• Corporate governance statement in the annual
report
Key eligibility requirements Key continuing obligations
Standard Listing of Shares on the Main Market

64
Key eligibility requirements
Rulebooks • High Growth Segment Rulebook
• Admission & Disclosure Standards
• Prospectus Rules
Eligibility
criteria
• Incorporated in an EEA state
• Free float: Min 10% shares in public hands at
admission, with a value of ≥£30m (majority of £30m to
be raised at admission)
• Growth: 20% CAGR in revenue for historic 3 year
period
• Appointment of Key Adviser
Admission
documents
• Prospectus approved by UKLA/ home competent
authority
• Eligibility letter confirm compliance with entry criteria
prescribed in HGS rulebook
Financial
information
As per Prospectus directive:
• 3 years (or shorter) of audited financial information,
with latest accounts no more than 18 months old &
interims to be included as appropriate
Corporate
governance
• Statement on what corporate governance code has
been adopted, to what extent, and explanation of any
non-compliance
Key continuing obligations
Ongoing requirements are those set out in the Disclosure & Transparency
Rules, with additional requirements around significant transactions set out
in the HGS Rulebook
Periodic
Reporting
• Annual Report (four months after the end financial
period)
• Interim Management Statement
Event Driven
reporting
• Major shareholder notification
• Directors’ dealings notification
Corporate
governance
• Statement in the annual report on what corporate
governance has been adopted, to what extent, and
explanation of any non-compliance
Adviser • To consult with Key Adviser on specific events (e.g.
notifiable transactions / cancellation)
• No obligation to retain Key Adviser at all times
Main Market
High Growth Segment

65
Key eligibility requirements
Eligibility
criteria
• Appointment of Nominated Adviser
• No minimum track record requirement or free
float criteria, but company must demonstrate
appropriateness to join a public market
Admission
documents
• Pre-admission announcement at least 10
business days prior to admission
• AIM admission document
• Nomad declaration of appropriateness
Rulebooks
• AIM Rules for Companies and Nominated
Advisers
Corporate
governance
• Adoption of corporate governance measures as
appropriate for the business
• UK Corporate Governance Code / QCA
Corporate Governance Code as best practice
Continuing obligations
Adviser
• Retain a nominated adviser at all times, failure to
do so may result in suspension in the company’s
shares
Periodic
reporting
• Audited Annual Report
Disclosure
requirements
• Price sensitive information to be made public
without delay
• Significant shareholder notification
• Directors’ dealings notification
• Company website with up-to-date regulatory
information
Corporate
transactions
• Class tests to assess transactions
• Notification of substantial transactions, related
party transactions
• Shareholder approval for reverse takeovers,
fundamental disposals & cancellation
AIM

Gokul Mani
Head of Middle East, Africa and India
Primary Markets
+971 (0) 50 873 0699
GMani@lseg.com
Tom Attenborough
Head of International Business Development
Primary Markets
+44 (0) 20 7797 3747
TAttenborough@lseg.com
Rugiyya Gahramanli
Analyst, Primary Markets
+44 20 7797 4660
RGahramanli@lseg.com

LSE AIM IPO - Iroko update 2018 - Irokotv 2019

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