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Securities markets and NZX

Listing on the New Zealand Stock Exchange (NZX) can provide the funding to transform your entrepreneurial business into a mature company, but it requires specific legal expertise. We will make listing and NZX compliance as straightforward as possible.

Kensington Swan has overseen a number of significant listing projects and will ensure the process is completed on time and to budget.

Early stage companies need funds to grow. Our lawyers will work with you to understand your business and identify funding structures that maximise your growth potential while minimising cost.

Legal and NZX compliance

Post-issue we advise on the requirements of the NZX Listing and Participant Rules. We can also help you to navigate the Securities Markets Act, and the Financial Markets Conduct Atc's provisions governing continuous disclosure, insider trading, and market manipulations.

International experience

New Zealand businesses will increasingly look to the Hong Kong Stock Exchange and Asian investment as an alternative capital source to the NZX and wholesale markets. We are one of the few New Zealand firms experienced in this area.

Kensington Swan has assisted clients to list companies in many jurisdictions, including Hong Kong, Australia, and Singapore.

Recent experience

Michael Hill International (MHI)

We act for this global jewellery business with a retail chain of 242 stores in Australasia, Canada, and America. We advise MHI on all aspects of NZX compliance and governance, and in particular the requirements of continuous disclosure and periodic or event-based disclosure.

Southern Capital (Hirequip)

We assisted Southern Capital in transforming itself from an entrepreneurial investment company to a mature industrial company listed on the NZX under the name Hirequip. We actively participated in resolving numerous securities issues, and the governance challenges involved in moving from private to public investment markets. We acted on the incorporation, initial sophisticated investor IPO, consequential listing via a reverse amalgamation, subsequent capital raisings, and eventual takeover and de-listing from theNZX. In advising on its listing, we were able to assist Hirequip to raise the capital it required to become New Zealand’s largest general equipment hirer.

L&M Energy Limited (LME)

LME is listed on both the Australian Stock Exchange (ASX) and the NZX and acquired all of the shares in privately-held coal seam gas prospector L&M Coal Seam Gas (LMCSG) in exchange for the issue by LME of 444,000,000 new shares and 56,000,000 options to the vendors of LMCSG’s shares and related parties. The shares in LMCSG were independently valued at between AUD34 and AUD95 million. We worked alongside an Australian law firm to advise LME on the transaction. This included finalising the agreement for sale and purchase of shares, obtaining shareholder approval for the merger, and compliance with the ASX and the NZX Listing Rules and the Takeovers Code.

BLIS Technologies Limited (BLIS)

We assisted BLIS, a Dunedin biotechnology company, in raising ordinary equity and preference share finance so they could commercialise their biotech solutions. Key issues were compliance with the Securities Act and NZX Rules. We applied our knowledge of securities laws and NZX rules to bring a product out of the laboratory to the market. As the company has required further funding, we have used that knowledge and that of the company to source additional funding. Since the initial listing, the company has grown its market share in New Zealand, recently achieving Food and Drug Administration (FDA) approval in the United States enabling it to promote its products to a broad range of food manufacturers.

Defence of market manipulation allegations

We defended an individual and its corporate employer against allegations of market manipulation. We carried out a detailed examination of the trades and undertook an international comparative study of laws in other leading jurisdictions. We successfully reduced the scope and nature of allegations to levels acceptable to the parties and thereby preserved the reputation of our client.



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