Author: Alika Hepburn

FOR IMMEDIATE PUBLICATION –Tuesday 9 February 2016

The Bahamas International Securities Exchange (BISX) spent the Morning of Friday 29th January 2016 with the Grade 11 & 12 classes of the Sunland Baptist Academy. Speaking to the students was BISX Chief Executive Officer, Keith Davies, Chief Operating Officer, Holland Grant and Intern, Alika Hepburn. This session with a small grouping allowed students to ask questions directly to senior Exchange Officials.

BISX Chief Executive, Keith Davies commented on the visit: “Firstly I would like to thank Ms. Leisa Dakari for having contacted BISX to arrange the session, as a society we owe so much to all of the teachers that go the extra mile for our young people, and so it was our pleasure to assist them in their efforts. Sunland Baptist Academy travelled all the way from Grand Bahama to Nassau to speak to BISX and the Central Bank of The Bahamas (the “Central Bank”). I would also like to thank the Central Bank for allowing us to use their training room for this session.”

During the speaking session, the BISX executives spoke about the Exchange as well as stocks, bonds and other financial instruments, but also took time to speak about their educational and professional experience. During the session, Mr. Davies also took time to educate the students on the traits that employers look for in employees. He noted: “I enjoy talking about the stock exchange and giving the students the opportunity to speak with senior executives informally about the working world. I think that I was able to impart some advice that will be invaluable to these students in the future.”

Speaking about the session BISX Chief Operating Officer, Holland Grant noted: “It was a pleasure speaking to Sunland Baptist Academy. It is enlightening to see our youth interested in the stock exchange and being participative in the presentation. Mr. Davies and I enjoy educating the youth and informing them on the importance of investing. We hope that speaking about our backgrounds and how we got to where we are will motivate the students to strive for the best they can be on their journey to achieving their own success.”

For Additional Information Contact:

Elude Michel-Sturrup

Tel: 242-323-2330

Fax: 242-323-2320

Email: info@bisxbahamas.com

BISX recently published a “Offering shares to the public and Listing on BISX” Op-Ed in the local press, the article is presented in its entirety below. This Op-Ed is a part of the Exchange’s goal of providing more financial literature to the Bahamian capital markets.

Offering shares to the public and Listing on BISX

Introduction

Offering shares to the investing public (going public) is a conscious decision taken by companies and the entrepreneurs who own that company to achieve a desired goal. The reasons for going public can vary greatly according to the entrepreneur and company’s stage of operations. This article seeks to provide a basic outline regarding the process of offering shares to the public and also, what steps a company must take to list its shares on The Bahamas International Securities Exchange (BISX).

Reasons for offering shares to the public

The following are two of the most widely cited reasons for companies going public worldwide, with a Bahamian context added after each reason:

1. To finance future expansion: Companies seeking to expand their operations exponentially will require capital (or money) to fund this growth, therefore, companies often consider offering shares as one way to secure those funds. As the commercial banking sector in The Bahamas becomes increasingly conservative in their lending to businesses, the capital markets become a much more accessible and viable alternative for companies seeking to secure the funds needed to finance expansion.
2. Succession planning: Most companies began as an idea borne out of an owner’s passion, and for many businesses, particularly in The Bahamas, the founder of the company is the individual who has a passion for the business that is integral to that company’s initial success. However, it is not uncommon for successive generations to have different passions that lead them to different career paths from the founding generation. For business owners facing this challenge, one option to consider is divesting themselves from their own company. This will involve selling off a large number of shares and creating a public company with professional management from what was previously a private company with family management. This is frequently an efficient way to ensure a wealth transfer to following generations while ensuring the long term viability and survival of the company. This is a unique challenge for many local companies that has led many Bahamian entrepreneurs to speak with BISX about their financing and operational futures.

The process of Going Public and offering shares can be broadly broken down into three (3) distinct Phases: the Planning and Preparation Phase, the Offering Phase and the Closing Phase.

Planning and Preparation Phase – From the moment a company makes the determination that it intends to go public, until the time that the company has registered its Prospectus, represents the Planning and Preparation Phase of going public:

i. Preliminary Review of ownership and capital requirements – a company’s owners should begin by identifying how much capital they are seeking to raise, and the percentage of the company that they are willing to sell to the public in order to realize their goal.

ii. Review of company’s corporate structure with company legal counsel – private companies typically have terms and conditions written into their company by-laws (in the form of the company’s Memorandum and Articles of Association) that restrict their ability to go public. With legal counsel, the company at this step would identify those by-laws that would need to be amended. For example, this may include provisions which limit the free transferability of the company’s shares, or provisions which limit the number of shareholders.

iii. Identify and source professional advisors – while a company could carry out much of the going public process without the assistance of an advisor, advisors do make the process of going public simpler, as they bring experience navigating the disclosure, distribution and Exchange listing requirements, from having carried out this process several times before. Some advisors that may be required are: Underwriters, Financial Advisors, Placement Agents, Auditors, Legal Counsel and Public Relations. BISX has several members that are qualified to assist with this process.

iv. Prepare Prospectus – any company’s securities that may become available for purchase and trading by the public must have a prospectus registered or exempted from registration with the Securities Commission of The Bahamas (the “Securities Commission”). The prospectus is a formal disclosure document which provides material information about several key aspects of the company wishing to sell its securities to the public, specifically its operations, directors and management, financial statements, all company securities, and any other material information that an investor might consider necessary when making an investment decision.

v. Make formal contact with the Securities Commission of The Bahamas and BISX – to ensure a streamlined registration and listing process, it is recommended that the company make contact with the Securities Commission and BISX at an early stage and then engage in frequent communication with both entities.

vi. Finalize Offering Documents with the Securities Commission of The Bahamas – before the company’s securities can be offered to the public, the Securities Commission must register the Prospectus.

vii. Finalize Listing Documents with BISX – if the company wishes to list on BISX, it must file a registered Prospectus and other listing documents to begin the listing process.

Offering and Closing Phases and Listing on BISX – this would be the process from the time that the company’s Prospectus is registered by the Securities Commission until the company commences trading on BISX:

i. Announcement of the Offering – at this stage the prospectus is published and made available to the general public. This is a formal step which ensures that all interested persons have equal access to all available material information about the company and the securities it is offering to the public. The Prospectus would also include information about the opening and closing dates of the offering and the issuance of shares once the offering successfully concludes.

ii. Closing of the Offering – Once the offering has concluded, the company’s advisors will collect all funds, ensure the accuracy of the information submitted by investors and then formally issue shares to investors, thereby creating the initial shareholder register for the new public company. The company will then receive the proceeds of the offering minus any fees incurred.

iii. Listing on the Exchange – At the same time that the company was registering its prospectus, it would have submitted its prospectus to BISX for review and consideration for listing. Early initial contact can allow the Exchange to provide a preliminary approval to listing contingent upon the successful completion of the public offering. Once the offering has been successfully completed and all final listing documents provided to BISX, BISX will perform a final review and formally communicate to the company that its securities have been admitted to listing on the Exchange. Once listed, the company’s securities will be placed on the BISX Automated Trading System and will be eligible to be bought and sold through BISX’s Broker-Dealer Members by any qualified investor.

Conclusion

As companies consider all financing options, they should bear in mind several important factors when considering offering shares to the public. Investors are interested in investing in companies that have demonstrated a sustainable business model that must include a capable and experienced management team and board of directors that features independent directors. Additionally, one component that is common to all successful offerings is the help of a qualified financial advisor.

When evaluating the process of going public, it should be noted that the process of offering shares to the public is not a swift fundraising method, but rather a deliberate course of action that can take upwards of 6 months to a year to complete. Additionally, after the process of going public is completed, the company will be required to engage in ongoing public communications and disclosures with the investing public and its shareholders. As a result, it is not a decision that should be made without careful consideration by all stakeholders, as not all companies are suitable for a public share offering.

At BISX, we meet regularly meet with companies that are considering going public to advise them of what is required in order to have securities listed and traded on the Exchange. We encourage all companies considering this step to reach out to the Exchange at an early stage to ensure a smooth offering, listing and trading process.

BISX will continue to publish regular articles in the daily newspapers speaking to the Exchange, its operations and addressing the comments, questions and concerns of the investing public. Please look out for our upcoming article: Misconceptions Regarding the Bahamian Capital Markets

For Additional Information Contact:

Elude Michel-Sturrup

Tel: 242-323-2330

Fax: 242-323-2320

Email: info@bisxbahamas.com086709900

BISX recently published a “Offering shares to the public and Listing on BISX” Op-Ed in the local press, the article is presented in its entirety below. This Op-Ed is a part of the Exchange’s goal of providing more financial literature to the Bahamian capital markets.

Offering shares to the public and Listing on BISX

Introduction

Offering shares to the investing public (going public) is a conscious decision taken by companies and the entrepreneurs who own that company to achieve a desired goal. The reasons for going public can vary greatly according to the entrepreneur and company’s stage of operations. This article seeks to provide a basic outline regarding the process of offering shares to the public and also, what steps a company must take to list its shares on The Bahamas International Securities Exchange (BISX).

Reasons for offering shares to the public

The following are two of the most widely cited reasons for companies going public worldwide, with a Bahamian context added after each reason:

1. To finance future expansion: Companies seeking to expand their operations exponentially will require capital (or money) to fund this growth, therefore, companies often consider offering shares as one way to secure those funds. As the commercial banking sector in The Bahamas becomes increasingly conservative in their lending to businesses, the capital markets become a much more accessible and viable alternative for companies seeking to secure the funds needed to finance expansion.
2. Succession planning: Most companies began as an idea borne out of an owner’s passion, and for many businesses, particularly in The Bahamas, the founder of the company is the individual who has a passion for the business that is integral to that company’s initial success. However, it is not uncommon for successive generations to have different passions that lead them to different career paths from the founding generation. For business owners facing this challenge, one option to consider is divesting themselves from their own company. This will involve selling off a large number of shares and creating a public company with professional management from what was previously a private company with family management. This is frequently an efficient way to ensure a wealth transfer to following generations while ensuring the long term viability and survival of the company. This is a unique challenge for many local companies that has led many Bahamian entrepreneurs to speak with BISX about their financing and operational futures.

The process of Going Public and offering shares can be broadly broken down into three (3) distinct Phases: the Planning and Preparation Phase, the Offering Phase and the Closing Phase.

Planning and Preparation Phase – From the moment a company makes the determination that it intends to go public, until the time that the company has registered its Prospectus, represents the Planning and Preparation Phase of going public:

i. Preliminary Review of ownership and capital requirements – a company’s owners should begin by identifying how much capital they are seeking to raise, and the percentage of the company that they are willing to sell to the public in order to realize their goal.

ii. Review of company’s corporate structure with company legal counsel – private companies typically have terms and conditions written into their company by-laws (in the form of the company’s Memorandum and Articles of Association) that restrict their ability to go public. With legal counsel, the company at this step would identify those by-laws that would need to be amended. For example, this may include provisions which limit the free transferability of the company’s shares, or provisions which limit the number of shareholders.

iii. Identify and source professional advisors – while a company could carry out much of the going public process without the assistance of an advisor, advisors do make the process of going public simpler, as they bring experience navigating the disclosure, distribution and Exchange listing requirements, from having carried out this process several times before. Some advisors that may be required are: Underwriters, Financial Advisors, Placement Agents, Auditors, Legal Counsel and Public Relations. BISX has several members that are qualified to assist with this process.

iv. Prepare Prospectus – any company’s securities that may become available for purchase and trading by the public must have a prospectus registered or exempted from registration with the Securities Commission of The Bahamas (the “Securities Commission”). The prospectus is a formal disclosure document which provides material information about several key aspects of the company wishing to sell its securities to the public, specifically its operations, directors and management, financial statements, all company securities, and any other material information that an investor might consider necessary when making an investment decision.

v. Make formal contact with the Securities Commission of The Bahamas and BISX – to ensure a streamlined registration and listing process, it is recommended that the company make contact with the Securities Commission and BISX at an early stage and then engage in frequent communication with both entities.

vi. Finalize Offering Documents with the Securities Commission of The Bahamas – before the company’s securities can be offered to the public, the Securities Commission must register the Prospectus.

vii. Finalize Listing Documents with BISX – if the company wishes to list on BISX, it must file a registered Prospectus and other listing documents to begin the listing process.

Offering and Closing Phases and Listing on BISX – this would be the process from the time that the company’s Prospectus is registered by the Securities Commission until the company commences trading on BISX:

i. Announcement of the Offering – at this stage the prospectus is published and made available to the general public. This is a formal step which ensures that all interested persons have equal access to all available material information about the company and the securities it is offering to the public. The Prospectus would also include information about the opening and closing dates of the offering and the issuance of shares once the offering successfully concludes.

ii. Closing of the Offering – Once the offering has concluded, the company’s advisors will collect all funds, ensure the accuracy of the information submitted by investors and then formally issue shares to investors, thereby creating the initial shareholder register for the new public company. The company will then receive the proceeds of the offering minus any fees incurred.

iii. Listing on the Exchange – At the same time that the company was registering its prospectus, it would have submitted its prospectus to BISX for review and consideration for listing. Early initial contact can allow the Exchange to provide a preliminary approval to listing contingent upon the successful completion of the public offering. Once the offering has been successfully completed and all final listing documents provided to BISX, BISX will perform a final review and formally communicate to the company that its securities have been admitted to listing on the Exchange. Once listed, the company’s securities will be placed on the BISX Automated Trading System and will be eligible to be bought and sold through BISX’s Broker-Dealer Members by any qualified investor.

Conclusion

As companies consider all financing options, they should bear in mind several important factors when considering offering shares to the public. Investors are interested in investing in companies that have demonstrated a sustainable business model that must include a capable and experienced management team and board of directors that features independent directors. Additionally, one component that is common to all successful offerings is the help of a qualified financial advisor.

When evaluating the process of going public, it should be noted that the process of offering shares to the public is not a swift fundraising method, but rather a deliberate course of action that can take upwards of 6 months to a year to complete. Additionally, after the process of going public is completed, the company will be required to engage in ongoing public communications and disclosures with the investing public and its shareholders. As a result, it is not a decision that should be made without careful consideration by all stakeholders, as not all companies are suitable for a public share offering.

At BISX, we meet regularly meet with companies that are considering going public to advise them of what is required in order to have securities listed and traded on the Exchange. We encourage all companies considering this step to reach out to the Exchange at an early stage to ensure a smooth offering, listing and trading process.

BISX will continue to publish regular articles in the daily newspapers speaking to the Exchange, its operations and addressing the comments, questions and concerns of the investing public. Please look out for our upcoming article: Misconceptions Regarding the Bahamian Capital Markets

For Additional Information Contact:

Elude Michel-Sturrup

Tel: 242-323-2330

Fax: 242-323-2320

Email: info@bisxbahamas.com086709900

FOR IMMEDIATE PUBLICATION – Monday, 30 November, 2015

BISX Signs Contract – Fifteen years after it was launched in early 2000 as the first new stock exchange of the 21st Century, The Bahamas International Securities Exchange (BISX), has emerged as one of the key drivers of business in The Bahamas. Today BISX serves as the listing portal for 43 securities with a total value of $4.3 Billion as well as 41 mutual funds with a Net Asset Value of over $2 Billion. Believing it was time to tell the BISX story and raise its profile, CEO Keith Davies signed a contract this week with Diane Phillips & Associates for a new website, public relations services and guidance. Davies and Phillips are pictured at the exchange’s office at the Fort Nassau Centre, the western addition of the British Colonial Hilton.

For Additional Information Contact:

Elude Michel-Sturrup

Tel: 242-323-2330

Fax: 242-323-2320

Email: info@bisxbahamas.com