Stepping stone equity_brochure

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Stepping stone equity_brochure

  1. 1. Your leading corporate advisory firm
  2. 2. Table of Contents1. Introduction2. Benefits of listing3. Which exchange4. Which listing vehicle5. Preparing for an IPO6. Board structure and corporate governance7. Timetable8. Prospectus – why you would need one and the requirements9. Who does what for listing10. Importance of post listing performance11. Explanation of capital management strategy and post listing work12. Case study of 2GM and M7713. Why use us14. Contact
  3. 3. 1. IntroductionStepping Stone Equity is a leading corporate advisory firm delivering successful corporate outcomes through stockexchange listings and portfolio management. Our speciality is listing international businesses on the GermanDeutsche Börse and ongoing management of these assets via our unique capital management strategy approach.Listing your company on a stock exchange is an exciting and potentially overwhelming experience. The key to acompany’s listing and ongoing success is partnering with the right advisors and managers. Stepping Stone Equityoffers specialist stock exchange listing services that covers multiple disciplines and sectors. The key to our corporateoutcomes is the portfolio management of your core assets through a long-term approach and delivery.Stepping Stone Equity have partnered with Gebo Equity Management to bring an exciting full service listingpackage. As your trusted advisors, we manage the listing from the initial decision until 12 months after the listing.This includes working with financial, investor relations and legal teams to execute your company’s listing strategy.Once listed our capital management strategy works to build shareholder value and liquidity through this majorphase in any business’s life cycle.
  4. 4. 2. benefits of listing• Access to Capital: By offering stock for sale to the public, a company • Capital Growth: A listed dynamic company with a strong can access a substantial source of corporate funding management and sound business plan has the ability for its capital value to grow much quicker than a private company• Institutional Investment: It is also easier for a public listed company to attract institutional investment without having to undergo the hassle • Liquidity for Shareholders: To sell the stock of a private company, a of negotiations stockholder must find another individual that is interested in owning the shares; by going public, a company creates a market for its stock• Investor Confidence: The creation of public shares effectively enabling shares to be used as liquid funds increases investor confidence • Effective Exit Strategy: One of the important benefits of being public• Transparency: Greater transparency and trust in capital markets drives is liquidity – potentially offering great reward and financial freedom for greater liquidity and higher valuations the founders and employees. It creates a public market for the stock, which provides a potential exit strategy and liquidity to the investors• Prestige: A public offering of stock can help a company gain prestige by creating a perception of stability • Phase Out Management: Succession management issues are resolved through steady value related phase out planning, as well as viable exit• Image: Public firms tend to have higher profiles and greater visibility strategy for venture capital and private equity firms than private firms • Future Capital: Growing companies constantly need access to new• Publicity: A public company generates prestige, publicity and visibility, capital and once public, firms can easily go back to the public markets which are effective when marketing your company to raise more cash• Mergers and Acquisitions: Once a company is public and the market • Compensation: Many companies use stock and stock option plans to for its stock is established, the stock can be considered valuable when attract and retain talented employees acquiring other businesses
  5. 5. 3. Which Exchange – German Deutsche BörseLocated in Frankfurt, Germany, the financial centre at the heart of Europe andhome of the Euro and European Central Bank, the Deutsche Börse is your directgateway to the world’s capital markets. Switzerland 2% Others 4 NethNot only is it the world’s third largest stock exchange, it is also one of the oldest erlanwith a history that stretches back more than 400 years. Over 35 percent of % Fr an ds 5%investment capital worldwide is directly connected with the Deutsche Börse ce 8%and is recognised as one of the most innovative transaction service providers,pioneering the uses of state-of-the-art technology to help issuers and investors toaccess its markets from around the world.For companies of all types, sizes and nationalities, the Deutsche Börse offersaccess to a deep pool of investment capital, while bringing share buyers the Germany 36%benefits of a transparent and liquid market on which they trade. UK 21%• Largest Stock Exchange in Europe • Largest Fixed Income Offering − Approximately 10,200 − 26,000+ bonds (35% companies traded international) − 88% international companies − 70 countries represented • Largest Active fund pool USA 24% − 3,300 traded active funds• Largest listed Exchange traded funds (ETF) Market in Europe • Robust derivatives/hedging platform − 279 ETF’s, 40% European − Equity futures and options market share − Index futures and options• Largest Warrants platform in Europe − REIT’s − 120,000 warrants
  6. 6. 3. Which Exchange – German Deutsche Börse contDeutsche Börse Listing SegmentsRegulated Market:The Regulated Market is an organised market in accordance with section 2 (5) of the German Securities TradingAct (Wertpapierhandelsgesetz). General Standard and Prime Standard issuers have the choice of two segments inthe Regulated Market, based on the European Union (EU) transparency standards.Regulated Unofficial Market:In the Regulated Unofficial Market the Deutsche Börse provides the First Quotation Standard, split into FirstQuotation Board for primary listings and Second Quotation Board for companies already admitted to trading on adomestic or foreign exchange-like market, the Entry Standard. Both of these enable companies to enter marketswith fewer transaction costs and transparency requirements. Markets Listing segments Prime Standard Regulated Market (regulated by the EU) General Standard Entry Standard Regulated Unofficial Market (First Quotation Standard: regulated by the exchange) First Quotation Board
  7. 7. 3. Which Exchange – German Deutsche Börse contHow Does the Deutsche Börse Compare?How does the Deutsche Börse compare to other exchanges? Deutsche Borse Other markets First Entry General Prime AMEX NASDAQ OTCBB AIM Alternext ASX QuotationReporting Lowest Very Low Very Low Low Highest Highest High Very Low Very Low HighRequirements Semi-Annual Semi-Annual Quarterly Quarterly Semi-Annual Semi-Annual Semi-Annual Semi-Annual Semi-Annual AnnualOngoing reporting (Audited (Audited (Audited (Audited (Audited (Audited (Audited (Audited (Audited (unaudited) annually) annually) annually) annually) annually) annually) annually) annually) annually)Historical audited None 1 year 2 years 3 years 3 years 3 years 3 years 2 years 1 year 3 yearsfinancials Similar toSox Requirements None None None None Yes Yes Yes No No SOXInstitutional base/ Intermittent Lower High Highest Highest Highest Sporadic Low Low LowliquidityExchange support Yes Yes Yes Yes Yes Yes None Yes Yes YesCapital Lowest Lowest Lowest Lowest Highest Highest None Low Low HighRequirements
  8. 8. 4. Which Listing vehicleListing on the Deutsche Börse requires a specific listing vehicle. Many businesses choose to register public limitedcompany (PLC) registered in the UK as an International Holding company.Benefits of a new UK International Holding company include:• Taxation• Simplicity and Reporting• Easy to understand Legal Frame• European based• Investor comfortKey actions required to move to a UK Holding PLC include:• Shareholder approval meeting• Asset or business transfer• Script for Script transfer often means a non taxable event (independent review required)• Holdings in new entity to mirror current shareholdingInvestment instruments for trading on the Duetsche Börse include:• Equities and Familiar Securities• Bonds• Funds & EFT’s• REIT’s• Commodities• ETN’s
  9. 9. 5. Preparing for an IPO • The corporate strategy and the business plan will form the core of due diligence, prospectus and the investment case • Refine the business plan to assist the listing process, including corporate and operational strategy, operational/ management processes which all form the rationale for the listing Strategy and • Market growth assumptions including market analysis and growth drivers Business Plan • Budgets and financial model and forecasting plans should be stretching but realistic and robust • Meeting budgeted performance in the run-up to the listing is critically important • Current and future capital structure should be assessed and planned to include the requirement for additional equity or debt finance to fund the business plan and dividend policy • It is important to demonstrate the benefits of early adoption of PLC standards and procedures − internal systems, reporting, corporate governance, corporate website etc • Housekeeping items that will need to be addressed prior to listing such as: − ensure all contracts/arrangements are on arms’ length commercial terms − establish public company standard internal systems and controls Housekeeping − address any tax structuring arrangements − address any outstanding litigation or disputes − complete any internal restructuring or reorganisation − complete any major IT systems changes or upgrades − review of corporate structure/articles of association for compatibility with public company status
  10. 10. 5.Preparing for an IPO cont • Investors will expect to see a highly qualified board of directors capable of delivering the business plan; at least one director should have had previous experience in listed company management Board of Directors and • A high quality, experienced management team will be required for a successful listing Management Team • Listing process is time consuming and will absorb significant management time, particularly for the CFO (ideally listed company experienced), so management and finance team responsibilities need to be clearly defined • Early appointment of reporting accountants and review of accounts and policies is recommended. There is a need to focus on appropriateness of accounting policies including best market practice in terms of revenue recognition, capitalisation of costs, R&D, treatment of exceptionals and goodwill Financial and • Review of historic performance and accuracy of budgeting. The prospectus will need to include a detailed Accounting Issues quantitative and qualitative description of the financial results and trends of the business over the last three years • Identification of internal and external key performance indicators (KPIs) for the business will ensure the required level of financial and operational performance is available up to public company standards • Corporate debt facilities may be required as part of future capital structure • Planning, structuring, negotiating and documenting debt facilities requires a long lead time Debt Funding • Debt funding is interlinked with due diligence process and working capital report; lenders will use due diligence work for credit approval process • Integrated financial sponsor and debt advisory roles can enhance process and execution • Early appointment of accountants and lawyers is advisable Accounting & Legal − Accounting: Important to have well known company as the due diligence provider given brand and market reputation Advisors − Legal: Important to select experienced firm of corporate lawyers with plenty of listing experience
  11. 11. 6. Board structure and corporate governanceCorporate Governance is the responsible management and supervision of a company with a strong focus on thecreation of sustainable value. The following aspects are of vital importance in this context:• Open and consistent communication with investors and customers• Efficient internal and external control mechanisms• Transparent accounting• Reporting on time• Combined Code on Corporate Governance to set out standards of good practice in relation to board composition, remuneration, accountability, audit and relations with shareholders (the Combined Code provisions are not mandatory – the principle is for Official List companies to “comply or explain”)• At least half of the board, excluding the Chairman, should comprise independent non-executive directors (NEDs)• For smaller companies the recommendation is for at least two independent NEDs – one of these NEDs must have recent and relevant financial experience• A Chief Financial Officer (CFO) who has listed company reporting experience and able to set the standards required to meet regulatory and transparency demands• The roles of chairman and chief executive should be separated; a chief executive should not in the future become a chairman of that same company• A senior independent director should be available to all shareholders and should attend regular management meetings with a range of major shareholders
  12. 12. 7. TimeTable Listing Process 4 Work with Market Maker on listing Gebo/Stepping Stone Listing Execution Plan &Timetable process and organise: • Setup of new legal entity for listing • Account with depository bank • Details of share register & requirements • Share spread validation • Account with Computershare • All matters relation to registration Raising Money Fund Raising 3 Gebo/SSE Listing • All compliance issues relating to listing 8 by selling from Prospectus Agreements • Presentation material for listing committee Treasury Stock Institutional and Executed Listing • Work with company post listing on Market Retail Investors Fees Paid Gebo/SSE 1 Engaged Application Fee Paid Listing Capital raising as required Move to Company Listed on HigherWeeks 1 2 3 4 5 6 7 11 Launch Prospectus 26 Deutsche Boerse Standard on DB Gebo/SSE Seek Market 2 Maker Agt. to take on 5 Engage 7 Communicaiton Strategy in Place Creating Buzz & Excitement IR Specialist Listing Execute • Gather all Company data Agreement • Do Due Diligence by IR Strategy reviewing − Company set up Engage for − Mgt structure & capability 6 Prospectus Investor Relations Process Investor Relations Process Investor Process Pre Listing Post Listing Post Listing − Business Plans & Targets Prodcution − Company valuation • Organise company data and story • Announce listing on DB • Organise fund raising roadshows − Major Milestones • Set out IR strategy - which portals • Execute IR strategy worldwide • Books Building Commences • Prepare Short Form IM • Prepare news releases • Prepare news releases in • One on one & Group Presentation • Prepare Financial Model • Organise press interview with Mgt. various European languages • Books close • Present to Market Maker • Promote listing status updates • Work with company on • Pricing and Allocation • Agreement Achieved • Awareness of general business activity continual updates • Publication of Prospectus • Ensure all information flow accurate • Admissions & Lock-in
  13. 13. 8. Prospectus – why you would need one and what are the requirementsA prospectus is optional for the first quotation standard but strongly recommended and will be required forany of the following:• Listing on the Entry, General or Prime market;• Listing in lieu of audited statement that company has nominal paid up equity capital of € 500,000;• For retail investor capital raising in Europe;• To allow for an effective IR campaign to improve liquidity; and• To improve transparency and investor comfort.
  14. 14. 8. Prospectus – why you would need one and what are the requirements cont Key Components of a Prospectus Key Components of a Prospectus continued• Timetable & offer statistics • Short form accountants’ report for last three financial year• Summary of key information − income statement, balance sheet, cash flow and notes• Market overview • Pro forma statement of net assets − Market size, growth rates, key drivers & competition • The Offer and related matters − Details of the Offer• Information on the Group − Reasons for the Offer and the Listing − History of the Group − Use of proceeds − Description of principal business activities and markets − Stabilisation & over-allotment arrangements − Group’s strategy − Lock-up arrangements − Customers & suppliers − Securities laws − Key strengths of the business • Additional Company Information − Management & employees − Incorporation and share capital − Intellectual property − Memorandum and Articles of Association• Risk factors − Share option arrangements• Directors, senior management & corporate governance − Principal subsidiaries and premises• Financial review (MD&A) and prospects − Directors’ service contracts and remuneration − Description of financial results & trends for last 3 financial years − Directors’ and significant shareholdings − Material contracts (incl. underwriting agreement) − Significant accounting policies & practices − Litigation − Liquidity & capital resources − Taxation − Working capital − General (consents, estimate of expenses) − Dividend policy − CPR − Current trading & prospects • Definitions & glossary
  15. 15. 9. Who does what for a listing?Stepping Stone/Gebo Equity ManagementPreliminary Services• Review of Company base data in order to provide: − Scoping for overall plan and business objectives to establish readiness for listing which will entail:• Review of Company set up• Review of management structure and capability• Review of business plans and financial forecasts• Review of Company valuation and methodology• Review of major milestones• Liaise with the Company’s professional advisers, if required, to gain approval of the capital structure (based on information supplied by the company) − Preparation of initial special purpose short form Information Memorandum for exclusive use to gain support in principle for listing process from a Market Maker; − Model the capital growth plan in order to establish the pre-listing share split, approximate market valuation and share price.Listing Services• Transformation into a legal form in order to list the company on a prescribed stock exchange: − Capital proposal and structure required − Liaise with UK company’s office to have legal form for local regulators to set up in pre-allocated listed company mode − Set up legal entity
  16. 16. 9. Who does what for a listing? cont• Information about the issuer (company, office, legal form, authorised people to represent): − Organise registered office/s and representation in whatever country required − Contact details − Assess board capabilities and any other key personnel required − Information and personnel audit − Liaise with third party providers to ensure completion• Certificate of good standing: − Work with relevant authorities to ensure this is issued• Annual financial statement: − Company to provide and we will assist in ensuring this is adequate to meet IFIS regulations − Any audit material if available provided Annual financial statement• The issuer has to provide evidence of a nominal capital of € 500,000 - paid in cash: − Provide an audited statement and evidence to listing committee of the nominal capital being in place not older than 2 months from listing − Alternatively a full prospectus document has to be provided to meet listing rules (additional cost involved)• What type of equity and debt being included and kind of quotations (e.g. shares/certificates, mutual fund shares and other): − Assist and give advice to the Market Marker for the necessary requirements; assure acceptance
  17. 17. 9. Who does what for a listing? cont• Information Memorandum or Issuer Data Form (IDF): − Review existing data (no older than 6 months) − Ensure detail meets with Market Makers requirements and format − Address and reformat as necessary − English and German if needed (this may involve an additional cost)• A valuation of the company and of the securities by an independent research agency (optional): − If pushing barrier on valuation and cannot readily justify valuation then this may be needed − If required organise an independent valuation for the Market Maker and listing committee to support the opening bid − This is and additional cost outside the control of consultants• International Securities Identification Number (ISIN): − Application in order to acquire ISIN in conjunction with the company• Committee on Uniform Securities Identification Procedures (CUSIP): − Application in order to acquire CUSIP in conjunction with the company
  18. 18. 9. Who does what for a listing? cont• Fulfillment of the securities trading has to be ensured. Therefore a general deposit of securities has to be accomplished, commonly known as Treasury shares or other shareholder shares. There are a number of banks in Germany and Switzerland that could act as depositories (there will usually be a yearly fee for the security custody service): − Work with Company to set up holding of treasury stock − Set up Gebo as the authorised signatory − Assist where necessary to open up the required bank accounts − Confirmation to the Market Maker, the exchange and Clearstream/CREST that there are no restriction on freely tradable shares• A list of 100 shareholder spread (which would typically represent approximately 2 percent equity): − Gebo to identify and establish that international spread − Introduction of a transfer agent − Maintain share holder register − Liaising with company to design share certificates − Printing and distributing the relevant certificates to the shareholders• The Company has to be a certified enterprise admitted to the stock exchange at the Frankfurt Stock Exchange: − Liaise with Market Maker to ensure that the company conforms to these regulatory requirements
  19. 19. 9. Who does what for a listing? cont• Non-recurring listing fee for the Market Maker and Exchange: − Payment of fees to all relevant authorities and third party providers to ensure listing• Annual listing fees for the Market Maker and Exchange and Share Registry: − Ensure the company obtains best value for the fees paid direct by the company − For Australian companies a GST invoice can be submitted if requested• An order book broker for the sequential quotations of the securities: − An agreement between Gebo and the Market Maker in order to maintain an orderly market• All data, forms and documents are to be submitted about the company: − The company appoints Gebo to organise, control and act on its behalf for all documentation appertaining to the listing in an orderly presentationMarket MakerRenell Wertpapierhandelsbank AG (www.renellbank.com/en) is a long established and steadily expanding memberfirm of the Frankfurt Stock Exchange, as a combination known as the “Consultants”;Their core business is on market making (official broker in floor trading), financial brokerage and IPO advisory.Peter Renell Wertpapierhandelsgesellschaft mbH was founded in 1985, and was admitted to the FrankfurtStock Exchange as an official broker (“amtlicher Kursmakler”, today called “Skontroführer”). The company wasregistered with the Frankfurt Stock Exchange initially as an official broker for German and foreign warrants, andsince 1993 for German stocks. The business has since listed more than 400 clients with the major service for clientsof lead broker to the Frankfurt Stock Exchange.
  20. 20. 9. Who does what for a listing? contInvestor Relations and Public Relations TeamCo-ordination of IR and PR strategy and materials for IPO including press announcements, press coverage,employee communications and non-connected analysts communication vital to the development of the companyimmediately post listing.It is imperative that the IR management is handled in a co-ordinated and professional way in order to:• Build in the story behind the immediate capital raise in share price using our Capital Management Strategy; there needs to be co-ordinated substance in the way this is carried out.• Undertake capital raising which is key, and needs to be managed professionally both from a retail point of view as well as the need to build liquidity to encourage institutional investors.• Undertake capital raising through institutional investors once base is established in the stockWe provide introduction to our professional service provider that has a proven track record in this area and a termsheet will be produced for this intensive activity on a rolling 6-month basis.Company Management• Develop the business case for listing• Make key decision in relation to listingImportantly, management also need to continue to manage the business effectively during and after the listing process.
  21. 21. 9. Who does what for a listing? contAccountant / Auditor• Verify company accountants and forecast financials• Company Balance Sheet and Management accounts• Latest Company Accounts and Forecast financials• Audit Confirmation of Paid up Capital• € 0.10 cents Par Value share confirmation• Company and shareholder tax adviceLegalPrimary role is to ensure that the company documentation addresses all legal andregulatory requirements. The role of the company’s legal counsel will also include:• Legal due diligence• Advice on corporate structure and tax clearances• Negotiation of all contractual agreements• Memorandum & articles, service contracts and incentive schemes• Documentation and verification of the prospectus
  22. 22. 10. Importance of post listing performanceIssuer performance post listing is critical in establishing the company’s credibility with investors and central to thisis the absolute necessity of delivering the market’s forecasts immediately post listing. Failure to do so underminesinvestor confidence in the business and the management team for the medium term; market forecasts at listingshould therefore be suitably prudent and achievable, ideally with the potential for subsequent upgrades.Immediate priorities for the issuer post listing should be:• The delivery of the business plan and forecasts• The establishment of a track record of “under promising and over delivering”• The adoption of an approach of “no surprises” in terms of corporate developments and financial reporting• The development of a high quality and supportive shareholder base• The development of a well-informed and supportive investor base through a proactive investor relations program is key• Facilitates execution of the corporate strategy in terms of M&A and equity fund raisings• Generates potential demand for follow-on disposals from selling by shareholders
  23. 23. 11. Explanation of capital management strategy and post listing workWhen chosen to be your trusted advisors, Stepping Stone Equity/Gebo Equity Management will manage the listingfrom the initial decision until one year after the listing. This includes working with Financial, Investor Relations andLegal teams to execute your company’s listing strategy.Work with company management for up to 12 months includes the following:• Develop and execute the Capital Management Strategy• Assist in all issues surrounding listing compliance until the Company is in a position to manage those issues itself;• Work with the Market Maker to guarantee a continuous market for the company;• Assist and advise on strategies surrounding investor relations and public relations;• Work with funders to finesse best timing for funding;• Liaise with share registry in respect of private placement issues;• Advise on continuing listing obligations;• Set up share trading account;• Create shareholder returns;• Maintain an orderly market
  24. 24. 12. Case study of 2GM and M772UP Gaming PLC (2GM:GR) Millhouse, Inc PLC (M77:GR)0.55 0.600.50 0.500.450.40 0.400.35 0.300.300.25 0.200.20 0.100.150.10 0.00.05 28.02.11 02.05.11 01.07.1124.05.11 01.07.11 01.08.11 Listed - February 2011Listed – May 2011Listing Price – € 0.08 cents Listing Price – € 0.06 centsPrice (23/8/11) – € 0.49 cents Price (28/6/11) – € 0.45 centsMarket Capitalisation – € 141,900,000 Market Capitalisation - € 112,500,0002UP Gaming case study taken over a three month period from initial listing Millhouse case study taken over a five month period from initial listingOur Capital Management Strategy assisted both these companies in delivering high shareholder value and in addition:• Secure 200 million Euro of Commitments from two fund managers• Firm up on the asset value needed for listing;• Arrange synergistic acquisitions based on share equity once listed giving immediate accretive EBITDA; which led to• Immediately building on their listing market cap;• Providing for timely and important IR and PR to enhance their story; and• Execute JV’s
  25. 25. 13. Why use us?Stepping Stone Equity is a leading corporate advisor delivering sustainable corporate outcomes through stockexchange listings and portfolio management. Stepping Stone Equity applies specialised experience and aninternational network across a range of disciplines and sectors. Together with Gebo Equity Management, ourspeciality is listing international businesses on the German Deutsche Börse and ongoing management of theseassets via our capital management strategy.Listing TeamRichard Walker is the principal of Gebo Equity Management, a boutique corporate advisory firm specialising inInvestor Relations and listing services for the Frankfurt Stock Exchange (Duetsche Börse). Richard has an in-depthunderstanding of structuring unusual transactions and specialises in public company listings. He has completedseveral postgraduate degrees including a Masters at a Distinction level and is a Fellow of the Institute of CompanyDirectors. He has worked at senior levels for several large multinational corporations with over 30 years experienceincluding Deutsche Bank, BP Australia, the Packer and Lang Walker family offices. Most recently he has been aDirector and Chairman of publicly listed companies and part of the IMO/IPO float process after floating a numberof companies. He has a successful corporate advisory background having advised numerous companies on strategy,finance and investor relations. Richard has a strong business sense, excellent business connections globally and hasa successful track record in Singapore, Malaysia, Germany, and Switzerland. He has completed numerous listingson the Duetsche Börse and his clients include:• 2UP Gaming PLC • Nexis Holdings Limited • Multi Purpose Bank Berhad• Millhouse Inc PLC • Placer Dome Limited • Tradium Limited• Consolidate Press Holdings Limited • Amalgamated Holdings Limited• Transfield Corporate Limited • Data Dot Limited
  26. 26. 13. Why use us? contJames Skinner is the Executive Director Stepping Stone Equity and has a background in financial services focused onequity markets, corporate structuring and finance solutions. He is intensely entrepreneurial, with extensive knowledgeof the SME market which has lead to the success of Stepping Stone Equity and its clients. After leaving universityJames worked as a Sales Auditor for David Jones Limited and then moved to CGU Insurance limited. In early 2003 hefounded AMJ Property Group that focused on the acquisition and sale of property assets. Building and divesting over100 properties he merged the company with Australia Consolidated Planning and Insurance Group,a financial planning business licensed by Australia’s largest retail financial services company.In 2007 James started Stepping Stone Equity in order to focus on capital raising and structuring in the corporatesector. He has now developed Stepping Stone Equity into an internationally focused company with a networkof global authorised representatives and a combined market capitalisation of companies under the capitalmanagement strategy in excess of $1 billion.In 2009 he launched www.littlegreengenie.com; a software company measuring and offsetting carbon emissions ofcomputers as a side line project. The little Green Genie Software is now used internationally in over 30 countries.His major area of experience in finance solutions, corporate governance and company structuring and he has helddirectorships in both the private and public sector.Terry Richards is CEO of Stepping Stone Equity and brings considerable corporate multi-national managementexperience to the company holding down numerous senior management positions including Director & GeneralManager (8 years) of Boral Tyres Pty Ltd. Previous to that, Terry had 24 years with the Shell Group of Companiesworking both in Australia and Europe. During this time he held many senior executive management positionswhich have given him a tremendous background of experience. He has operated a number of large retail brandnamed networks during his career and has much experience in the area of franchising. For the past 4 years hehas been specializing in assisting and developing high growth SME’s particularly in the area the area of capitalraising. This has now grown to an international level where he is providing both listed and high growth unlistedcompanies with opportunities to develop their business models by improving their funding capabilities. Terry hasheld directorships in both the private and public sector.
  27. 27. 13. Why use us? contKelly Glover is the International Business Development Manager. Kelly spent his first two years with Stepping StoneEquity as Executive Manager of Investment Services, and in his short time in capital raising has secured in excessof $100 million in pre-listing commitments for a range of companies. Prior to joining the firm Kelly was a SeniorAssociate for an institutional fund focused on global markets in the listed mids caps space. As International BusinessDevelopment Manager he has become a business development leader with a record of creating and executing globalbusiness development strategies, and in turn driving performance and growth. Kelly has strong strategic, analytic,organizational leadership and communication skills and an entrepreneurial spirit with an infectious level of energy andenthusiasm. This ability allows him to easily and quickly identify new markets and attract new clients and is able toprovide in-depth analysis on a company including its strengths, weaknesses, opportunities and threats to assist in thedevelopment of a strategic plan for the future of the deal. Kelly is a very good networker and has formed an extensivenetwork of business professionals across the globe and maintains a strong and ongoing relationship with them.Gerhard Moll has over 15 years experience working as a commercial lawyer in a number of major Melbourne law firms.Since 2006 he has been the principal of Argus lawyers, a law firm which provides both legal and strategic advice tocommercial enterprises of all sizes located on the east coast of Australia. Gerhard’s specialty areas include technology andintellectual property law, as well as providing advice to high-growth companies and assisting with capital raising activities.In addition to his commercial legal experience he spent three years working as the Managing Director of bSolutions PtyLtd, an online business information provider, and he is currently completing his Master of Laws degree. He currentlyholds a Bachelor of Commerce and Bachelor of Laws, and is admitted to practice in both Victoria and Queensland.Damien Element was most recently the Chief Financial Officer and Company Secretary of ASX listed digital mediacompany Webfirm Group Limited, and was responsible for all aspects of corporate administration including capitalraising, M&A, finance, HR, and legal. Previously Damian was Chief Financial Officer and Company Secretary ofMyinternet Limited, a managed service software provider to the education sector, and prior to that held a range oftechnical and commercial senior management positions in the ICT industry. He has formerly held roles as both GeneralManager Marketing and before that Manager Carrier Relations at Connect.com.au Pty Ltd, and Business Analyst atAAPT. He has also undertaken a number of consulting and contracting assignments for various commercial and not forprofit organisations. Damian holds a CPA, a Bachelor of Arts degree and a Post Grad Dip (Accg). Damian is a member ofCPA Australia, a member of the Australian Institute of Company Directors and a Chartered Secretaries Australia affiliate.
  28. 28. 13. contactwww.steppingstoneequity.com.auJames Skinneremail: james@steppingstoneequity.com.auskype: jamesjames337Terry Richardsemail: terry@steppingstoneequity.com.auskype: terryrichards44Kelly Gloveremail: kelly@steppingstoneequity.com.auskype: kelly-glover

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