Merkur Market opens on 13 January 2016 – the first MTF in Norway
On 13 January 2016, Merkur Market opens as a new marketplace for trading of shares and equity certificates. Merkur Market will be an alternative market place primarily directed towards small and medium-sized companies (SME-companies) and will permit listing of companies that are not public limited companies (ASA) or equivalent types of foreign companies.
On 13 January 2016, Merkur Market opens as a new marketplace for trading of shares and equity certificates. Merkur Market will be an alternative market place primarily directed towards small and medium-sized companies (SME-companies) and will permit listing of companies that are not public limited companies (ASA) or equivalent types of foreign companies.
Merkur Market will fill a space in the market between the regulated market places Oslo Børs and Oslo Axess and the unregulated NOTC-list of the Norwegian Securities Dealers Association.
Merkur Market will have status as a multilateral trading facility (MTF) equivalent to Nasdaq First North in Stockholm and AIM in London and will only to a limited extent be subject to the provisions of the Norwegian Securities Trading Act. The Merkur Market regulations are in line with the requirements of MiFID II, and the marketplace will be tailored to the new requirements for MTF’s in general and to SME Growth Market-requirements in particular.
Merkur Market will serve as an alternative to listing on the NOTC-list and Oslo Axess but can also be a first step towards a full listing on Oslo Børs. Trades will be executed in the same way as on Oslo Børs and Oslo Axess in Millenium Exchange, but with considerably simplified rules for admission to listing and continuing obligations.
Set out below is a comparison of the most important listing requirements and continuing obligations for Merkur Market compared to Oslo Børs, Oslo Axess and the NOTC-list:
Status: Multilateral trading facility (MTF) Regulated market Regulated market Unregulated Company form: AS, ASA or equivalent types of foreign companies and issuers of equity certificates ASA or equivalent types of foreign companies ASA or equivalent types of foreign companies and issuers of equity certificates AS, ASA or equivalent types of foreign companies Market value: No minimum market value Minimum NOK 8 million Minimum NOK 300 million Minimum NOK 20 million Liquidity: A declaration on liquidity 12 months’ liquidity 12 months’ liquidity N/A Free float: 10 percent 25 percent 25 percent N/A Minimum no. of holders: N/A 100 500 More than 50 History and activity: Interim or annual report Interim or annual report Three years One year Minimum price per share: NOK 1 NOK 1 NOK 10 N/A Board: At least one board member must have competence on regulations Two independent board members, and everyone must have competence on regulations Two independent board members, and everyone must have competence on regulations N/A Financial reports: IFRS, NGAAP or other recognised accounting standards IFRS and US GAAP IFRS and US GAAP N/A Due Diligence: Limited legal and financial DD; no requirement for independent advisors
Exemption – market value below NOK 50 million
Standard legal and financial DD; advisors need to be independent
Standard legal and financial DD; advisors need to be independent
N/A
Listing document:
Admission document
Listing prospectus (EEA-prospectus)
Listing prospectus
(EEA –prospectus)
N/A
Listing process:
Ordinary process: normally 15 trading days
Fast track: minimum 6 trading days Ordinary or flexible process: 8 weeks
Fast track: 4 weeks Ordinary or flexible process: 8 weeks
Fast track: 4 weeks 4 to 6 weeks typically Listing fees: Ordinary process: from NOK 25,000 to NOK 500,000
Fast track: NOK 1,500,000 Ordinary process: from NOK 446,240 to NOK 971,000
Flexible process: from NOK 892,480 to NOK 1,942,000
Fast track: NOK 2,800,000 Ordinary process: from NOK 655,500 to 1,026,000
Flexible process: from NOK 1,311,000 to NOK 2,052,000
Fast track: NOK 2,800,000
From NOK 50,000 to NOK 300,000
Continuing obligations:
Transactions:
Extended announcement
(25% modification)
Extended announcement
(5% modification) and information document (25% modification)
Extended announcement
(5% modification) and information document (25% modification)
N/A
Periodic reporting:
Half-yearly report
Quarterly report
Quarterly report
Annual report
Disclosure of large shareholdings
and primary insiders:
Only primary insider notification
Yes
Yes
N/A
Disclosure of inside information:
Yes
Yes
Yes
Yes
Insider list:
Only upon request
Yes
Yes
N/A
Equal treatment of shareholders:
Yes
Yes
Yes
N/A
Mandatory bid:
N/A
Yes
Yes
N/A
Yearly fees:
From NOK 25,000 to
NOK 600,000
From NOK 160,000 to
NOK 1,180,000
From NOK 160,000 to
NOK 1,180,000
From NOK 25,000 to NOK 200,000