Public offerings and listings of equity securities in Luxembourg

The brochure which you can download below has been drafted to provide a comprehensive overview for issuers of equity securities who would like to make a public offer and obtain an admission to trading of their equity securities on one of the markets operated by the Luxembourg Stock Exchange. It consists of three main chapters which deal with the most important aspects both in terms of public offer, listing and ongoing disclosure obligations and which will hopefully provide the reader with many useful insights.

The first chapter –IPOs in Luxembourg - provides an overview with respect to the main aspects which need to be taken into account when making a public offer of equity securities in Luxembourg and describes the current listing possibilities the Luxembourg Stock Exchange offers. It furthermore contains detailed information on the requirements which need to be complied with in order to achieve such listings and provides a summary of the listing costs the particular listings will trigger.

The second chapter – Treatment of Regulation Information under the Transparency Law/ FIRST/FNS/e- RIIS - goes on to deal with the obligations issuers of equity securities who have obtained a listing on the regulated market of the Luxembourg Stock Exchange must comply with under the Luxembourg Transparency Law. In this respect, we primarily focus on the various technical aspects which the disclosure of regulated information under Luxembourg law entails.

The third chapter – Disclosure obligations under the ROI and the Market Abuse Regulation - has been drafted in order to provide a detailed description of the disclosure obligations set out in the Rules and Regulations of the Luxembourg Stock Exchange. These disclosure rules also apply to issuers whose securities have been admitted to trading on the Luxembourg Stock Exchange and thus need to be taken into account in addition to the disclosure rules under the Luxembourg Transparency Law.

And finally we have included as an annex an up-to-date discussion of legal developments involving special purpose acquisition vehicles (SPACs) in Luxembourg as this topic also entails many public offer and listing related aspects.

We hope that you find the information in this brochure useful and please feel always free to reach out to us with any questions or comments you might wish to discuss in more detail.

Authors: Isabelle Lentz, Partner; Fabien Debroise, Partner; Paul Witte, Counsel; Katia Fettes, Counsel

Public offerings and listings of equity securities in Luxembourg