Special projects

Stock-market listing – IPO

Stock-market listing can take place:

  • in the regulated market (MTA – the online share market. This market includes the STAR segment where SMEs can leverage their outstanding qualities);
  • in the non-regulated market (AIM Italia). Being designed for SMEs this market has minimum requisites and offers fast-track listing.

Choosing growth and value-creation

During growth and value-creation, it is necessary to deal with discontinuities as they arise, if the competitive advantages are not to be lost. By listing a company can: finance growth, improve customer and supplier relations, facilitate generational handovers, attract qualified resources, promote internationalisation, enhance equity liquidity and the transparency of its worth..

Who can be listed?

To attract investors’ interest a company must have: value creation as its key feature, a strategy outlined in a business plan, a good market share, a good business and financial position, an organisation with valid employees.

The listing process

In order to be listed a company must be prepared to: reorganise itself (if necessary), have its accounts audited, adopt the main international accounting standards for MTA (Italian accounting principles are sufficient for the AIM market) and draw up a business plan.

After these preparatory activities there will be: due diligence, investigation by Borsa Italiana and Consob (there is no investigation for an AIM listing) and finally placing. The minimum time needed to be listed is usually from 6 to 8 months for MTA and 3-4 months for AIM Italia..

Consimp’s role

Consimp’s professional staff have acquired considerable and exclusive experience in the listing procedures that took place in recent years in the Veneto Region.
The firm can help the company (and the sponsor/nominated advisor) in: the transition from national to international accounting standards (mandatory for MTA), tax due diligence, drawing up a business plan, preparing a prospectus/admission document, and endorsing some of the data included in the prospectus/admission document.

Mergers and Acquisitions (M&A) in the SME sector

Entrepreneurial initiatives undergo discontinuities that are functional for growth, consolidating company activities or for disposing of business units or investee companies.

Such discontinuities are the result of business strategies, the need to define inter-generational transfers or a decision to dispose of the company either for monetising value created over time or for managerial difficulties.

Typical M&A requirements

Our considerable experience acquired in operations in this field has enabled Consimp to identify a series of typical needs for companies intent on buying or selling:

  • identifying a possible counterparty by exploiting Consimp’s vast range of contacts;
  • drawing up a business plan and an economic evaluation of the operation so as to determine its feasibility;
  • financial and tax due diligence of the company or business units in question;
  • assistance in the contractual negotiation phase with the counterparty or its advisors;
  • structuring an extraordinary operation taking due account of governance requirements and tax optimisation;
  • PPA simulations of the proposed operation with respect to the acquiring company’s balance sheet;
  • assistance in close coordination with the legal advisor in drawing up the deed of conveyance and monitoring the post-closing phase (determining price adjustments);
  • identifying financial needs related to the operation and assistance in raising funds.

Consimp: a matchless service

With respect to the foregoing needs, Consimp prides itself on the outcome of numerous operations whose success is attributable to the speed and flexibility of its actions, and the expertise of the interdisciplinary team involved in each case. Moreover, being conversant on a daily basis with the administrative and tax problems of medium-sized companies, Consimp has adopted a pragmatic and problem-solving approach where achieving a satisfactory outcome for the company/client and/or entrepreneur is central.

Consultancy to companies in crisis

In situations of restructuring and pre-crisis, the firm will intervene with a team of specialists with corporate and economic/financial skills to assist the company and the management.
Similarly, in situations of financial stress, at either the stage of pre-insolvency or insolvency proceedings, the firm’s specialized activities primarily address:

  • the understanding and analysis of the causes of the company’s decline or crisis;
  • the valuation of the company or its material or intangible assets in processes of reconversion or turnaround;
  • support for the management in drawing up a strategic reorganisation plan, a business plan and an economic and financial plan;
  • assistance in drawing up turnaround and financial recovery plans within the meaning of article 67 of the bankruptcy law and their negotiation and contractual stipulation;
  • in the framework of reorganisation plans within the meaning of article 67 of the bankruptcy law, accepting assignments to certify debt restructuring agreements within the meaning of article 182 bis of the bankruptcy law and arrangements for composition with creditors within the meaning of article 160 and seq. of the Bankruptcy Law;
  • assisting admittance to the procedure for composition with creditors and its subsequent management.