HGS is a segment of London Stock Exchange’s Main Market.
It is a transitional segment designed to attract high growth, mid-sized UK and European companies aspiring for an Official Listing on the Premium Segment over time.
There are a number of larger private UK and European businesses, with ambitious growth plans, that require external capital but find the barriers to accessing the IPO markets too high.
HGS has been designed to make the Main Market more accessible for such businesses. It complements our existing offering (AIM and the Premium and Standard segments of the Main Market) and provides additional choice to potential issuers.
An HGS company would be larger than a typical AIM company and would have aspirations to join the Premium segment of the Main Market.
The company would have to meet the following eligibility criteria:
Companies must:
HGS has Regulated Market status and is therefore subject to UK laws as applicable to Regulated Markets (including the Prospectus Regulation for admissions and Transparency Directive for continuing obligations).
It is a segment of London Stock Exchange’s Main Market, but does not form part of the FCA’s Official List, and therefore is not subject to the UK Listing Rules. Companies are required to comply with the London Stock Exchange’s High Growth Segment Rulebook, which is located in the Admission and Disclosure Standards.
A company transitioning from HGS to premium listing would remain on the same Regulated Market (the Main Market) but would need to apply for admission to the premium listing category of the Official List in accordance with Listing Rule 3. It would therefore have to meet the eligibility requirements for premium listed companies set out in the Listing Rules. An eligibility letter from a sponsor (setting out how the company satisfies Listing Rule 2 and Listing Rule 6) would also be required. A new prospectus may or may not be required, depending on the specific circumstances of the company. For example, if a company is undertaking a fundraising at the time of transition, the requirement to produce a prospectus may be triggered.
The HGS rules provide an exemption from seeking shareholder approval for cancellation from the segment where a concurrent application is made for admission to Premium.
HGS is designed for UK or EEA incorporated companies, which allows for a simple framework and ensures that all issuers are subject to a consistent level of financial services and corporate law. Companies with assets, operations and management outside of the UK or the EEA, which demonstrate the growth characteristics required to be eligible for HGS, may choose to re-incorporate in the UK or an EEA jurisdiction in order to seek admission to the segment. In any case, these companies will continue to have access to AIM and the Premium and Standard segments of the Main Market.
HGS is for high growth businesses seeking access to the Main Market due to their size and stage of development but which, at the point of IPO, are not able to meet all the requirements for being on the FCA’s Official List.
HGS has Regulated Market status to ensure a framework appropriate for larger companies, whereas AIM is not an Regulated Market, to allow for a market framework suitable for smaller companies.
HGS is open to institutional and retail investors seeking growth opportunities.
No.
As HGS companies are not listed within the Premium Segment of the Main Market – a key criteria for index inclusion – they will not be included in the existing FTSE UK index series.