Equity Capital Markets Transactions

Founded in 2018, Vulcan is building the world’s first carbon neutral, integrated lithium and renewable energy business to decarbonise battery production. Vulcan’s Lionheart Project, located in the Upper Rhine Valley Brine Field bordering Germany and France, is the largest lithium and geothermal resource in Europe.

Ticker: VUL AU / VUL GY

Country: Australia / Germany

Sector: Base Metals

Listing: Dual listing (ASX, Australia / Regulated Market of Frankfurt Stock Exchange (Prime Standard), Germany)

Market Cap pre Transaction: c. EUR 780m / c. AUD 1.2bn

Offer Structure:

• Total: c. 28m shares (c. EUR 100m)
• Institutional placement: c. EUR 74m
• Placement to strategic investors: c. EUR 26m

Placement Price: EUR 3.57 per share (AUD 5.85)

Use of Proceeds: The Company intends to use the net proceeds from the Placement to fund the commencement of start of execution of the Phase One of its lithium and renewable energy project, including critical path workstreams, capital expenditure and operating expenditure.

Berenberg Role: Co-Manager

Syndicate: Morgan Stanley, Canaccord Genuity (Joint Lead Managers, Underwriters & Bookrunners), Berenberg (Co-Manager)

Timing:

• Launch: 10 December 2024
• Pricing: 11 December 2024
• First Day of Trading: 19 December 2024

IONOS is the leading European digitalization partner for small and medium-sized businesses. The company serves around six million customers and operates across 18 markets in Europe and North America, with its services being accessible worldwide.

Ticker: IOS GY
Country: Germany
Sector: Software
Listing: Frankfurt Stock Exchange (Prime Standard)

Market Cap pre Transaction: c. EUR 3.3bn
Selling Shareholder: Warburg Pincus
Offer structure: Placement of 10.5 million existing shares (7.5% of IONOS' share capital)
Offer price: EUR 21.85 per share

Berenberg Role: Joint Global Coordinator & Joint Bookrunner
Syndicate: Berenberg, Barclays, Deutsche Bank, J.P. Morgan (Joint Global Coordinators and Joint Bookrunners)

Timing:

• Launch: 4 December 2024
• Pricing: 5 December 2024

IONOS is the leading European digitalization partner for small and medium-sized businesses. The company serves around six million customers and operates across 18 markets in Europe and North America, with its services being accessible worldwide.

Ticker: IOS GY
Country: Germany
Sector: Software
Listing: Frankfurt Stock Exchange (Prime Standard)

Market Cap pre Transaction: c. EUR 3.3bn
Selling Shareholder: Warburg Pincus
Offer structure: Placement of 7 million existing shares (5.0% of IONOS' share capital)
Offer price: EUR 21.80 per share

Berenberg Role: Joint Global Coordinator & Joint Bookrunner
Syndicate: Berenberg, Barclays, J.P. Morgan (Joint Global Coordinators and Joint Bookrunners)

Timing:

• Launch: 16 September 2024
• Pricing: 17 September 2024

ATOSS Software is a German-based, founder-led provider of advanced workforce management (WFM) software used as a tool by businesses to manage heavily regulated areas including Time & Attendance and Absence Management.

Ticker: AOF GY
Country: Germany
Sector: Software
Listing: Regulated Market of Frankfurt Stock Exchange (Prime Standard)

Market Cap pre Transaction: c. EUR 2.1bn
Selling Shareholders: AOB Invest, General Atlantic
Offer structure: Placement of 1,083,334 existing shares (c. 6.81% of current outstanding share capital)
Offer price: EUR 120.00 per share

Berenberg Role: Joint Global Coordinator & Joint Bookrunner
Syndicate: Berenberg, Goldman Sachs, Jefferies (Joint Global Coordinators and Joint Bookrunners)

Timing:

• Launch: 05 September 2024
• Pricing: 06 September 2024

Oxford Nanopore is a leading genetic sequencing company focused on delivering a new generation of molecular sensing technology based on nanopores.

Ticker: ONT LN

Country: United Kingdom

Sector: Healthcare

Listing: London Stock Exchange (Main Market)

Transaction Type: Capital Increase

Deal Amount: c. GBP 80m

Market Cap pre Transaction: c. GBP 1.1bn

Offer Structure: 66,666,667 new Ordinary Shares

Issue Price: GBP 1.20 per share

Role: Joint Global Coordinator / Joint Bookrunner

Timing:

• Launch: 31 July 2024
• Pricing: 01 August 2024
• Settlement: 05 August 2024

Trustpilot is a leading global review platform, which creates a place where businesses and consumers can gain actionable insights and collaborate.

Ticker: TRST LN

Country: United Kingdom

Sector: Technology

Listing: London Stock Exchange (Main market, Premium Segment)

Transaction Type: Secondary Placing

Deal Amount: c. GBP 27m

Market Cap: c. GBP 935m

Offer Structure: 12,500,000 secondary shares (c. GBP 27m / representing approx. 3.0% of share capital)

Selling Shareholder: Vitruvian Partners (reduced holding from c.5.3%)

Offer Price: GBP 2.20 per share

Role: Sole Bookrunner

Timing:

• Launch: 15 July 2024
• Pricing: 16 July 2024
• Settlement: 18 July 2024

Sirius Real Estate Limited is a leading owner and operator of branded business parks, industrial complexes and out of town offices in Germany and the United Kingdom.

Ticker: SRE LN

Country: United Kingdom

Sector: Real Estate

Listing: London Stock Exchange & Johannesburg Stock Exchange

Transaction Type: Capital Increase

Deal Amount: c. GBP 152m

Use of proceeds: The Company intends to apply the net proceeds of the Capital Raising towards executing on the acquisition pipeline described above and replenishing funds to use opportunistically following acquisitions completed over recent months.

Market Cap pre Transaction: c. GBP 1.3bn

Offer Structure: 162,234,042 new Ordinary Shares

Issue Price: GBP 0.94 per share

Role: Sole Sponsor, Joint Global Coordinator & Joint Bookrunner

Syndicate:

• Sponsor: Berenberg
• Joint Global Coordinators and Joint Bookrunners: Berenberg, Peel Hunt
• Joint Bookrunner: Panmure Gordon
• Sole Bookrunner (South Africa Placing): PSG Capital

Timing:

• Launch: 10 July 2024
• Pricing & Allocation: 10 July 2024
• Settlement: 16 July 2024

ANGLE plc is a world-leading liquid biopsy company with innovative circulating tumour cell (CTC) diagnostic solutions for use in research, drug development and clinical oncology.

Ticker: AGL LN

Country: United Kingdom

Sector: Healthcare

Listing: London Stock Exchange (AIM Market)

Transaction Type: Capital Increase

Deal Amount: c. GBP 9.3m

Use of Proceeds: To accelerate ANGLE’s existing commercialisation strategy

Market Cap Pre-Transaction: c. GBP 47m

Offer Structure: 33,499,998 Placing Shares, 25,000,002 Subscription Shares, and 3,561,121 Open Offer Shares

Issue Price: GBP 0.15 per share

Berenberg Role: Sole Global Coordinator and Joint Bookrunner

Syndicate:

• Sole Global Coordinator & Joint Bookrunner: Berenberg
• Joint Bookrunner: Beech Hill Securities

Timing:

• Launch: 05 June 2024
• Pricing: 05 June 2024
• Settlement: 11 June 2024

LSEG is an information services business and the dominant global clearinghouse for OTC (over-the-counter) derivatives.

Ticker: LSEG LN

Country: United Kingdom

Sector: Diversified Financials

Listing: London Stock Exchange (Main market, Premium Segment)

Market Cap: c. GBP 48.1bn

Offer Structure: c. 117.3m secondary shares (c. GBP 1.6bn/ 3.3% of share capital)

Offer Price: GBP 91.50 per share

Selling Shareholder: York Holdings (a consortium of funds affiliated with Blackstone, CPPIB, GIC and Thomson Reuters amongst others)

Berenberg Role: Co-Lead Manager

Timing:

• Launch: 14 May 2024
• Pricing: 15 May 2024
• Settlement: 17 May 2024

Ilika is a leading developer of solid-state batteries at an advanced stage of commercialising its smaller Stereax cell in a variety of applications, including the high-growth medical technology market. The larger Goliath battery is in development and is targeting the electric vehicle market.

Ticker: IKA LN

Country: United Kingdom

Sector: Batteries

Listing: London Stock Exchange (AIM)

Transaction Type: Private Placement & Open Offer

Deal Amount: c. GBP 2.3m

Use of Proceeds: To drive Ilika's roadmap for its Goliath solid-state battery projects; Specifically:

• £0.75 million to support the development of Goliath technology, with grant assistance, to support partner collaboration;
• £0.75 million to increase the battery testing capacity from 20 kWh/a to 0.75 MWh/a and to upgrade existing dry room facilities; and
• Excess over £1.5 million to further support of Goliath working capital and capital expenditure for expansion of testing and dry room facilities and support of Stereax working capital.

Market Cap Pre-Transaction: c. GBP 47m

Issue Price: GBP 0.28 per share

Role: Joint Bookrunner

Syndicate: Berenberg, Liberum

Timing:

• Launch: 10 May 2024
• Pricing: 10 May 2024
• General Meeting: 29 May 2024
• Settlement: 31 May 2024

Planisware is a French leading business-to-business (“B2B”) provider of Software-as-a-Service (“SaaS”) in the rapidly growing Project Economy market.

Ticker: PLNW FP

Country: France

Sector: Software

Listing: Euronext Paris (Regulated Market)

Offer Structure:

• Total: 17,347,570 shares (up to c. EUR 277.6m)
• Secondary: 15,085,000 shares (c. EUR 241.4m)
• Greenshoe (secondary): 2,262,750 shares (up to EUR 36.2m)

Fixed Offer Price: EUR 16.00 per share

Market Cap at Listing: EUR c.1.1bn

Selling Shareholders: Ardian, founders, management as well as current and former employees

Berenberg Role: Joint Bookrunner

Syndicate: Joint Global Coordinators: BNP Paribas, Citi; Joint Bookrunners: Berenberg, Bank of America

Timing:

• Bookbuilding: 16th-17th April 2024
• First Day of Trading: 18th April 2024
• Settlement & Delivery: 22nd April 2024

Darktrace is an autonomous cybersecurity platform that uses artificial intelligence to 1) detect, 2) investigate and 3) respond to cyber-threats in real time.

Ticker: DARK LN

Country: United Kingdom

Sector: Technology

Listing: London Stock Exchange (Main market, Premium Segment)

Market Cap pre Transaction: c. GBP 3.2bn

Offer Structure: c. 19.4m secondary shares (c. GBP 82m/ 2.8% of share capital)

Offer Price: GBP 4.25 per share

Selling Shareholder: KKR (full exit by KKR’s NGT Fund 1) leaving KKR with a c. 7.3% holding overall following the transaction

Berenberg Role: Joint Global Coordinator and Joint Bookrunner

Timing:

• Launch: 21 March 2024
• Pricing: 22 March 2024
• Settlement: 26 March 2024

Trustpilot is a leading global review platform, which creates a place where businesses and consumers can gain actionable insights and collaborate.

Ticker: TRST LN

Country: United Kingdom

Sector: Technology

Listing: London Stock Exchange (Main market, Premium Segment)

Market Cap pre Transaction: c. GBP 870m

Offer Structure: 15,500,000 secondary shares (c. GBP 31m / representing approx. 3.7% of share capital)

Offer Price: GBP 2.00 per share

Selling Shareholder: Vitruvian Partners (reduced holding from c. 9.1% to c. 5.3% of the Company)

Berenberg Role: Sole Bookrunner

Timing:

• Launch: 19 March 2024
• Pricing: 20 March 2024
• Settlement: 22 March 2024

Omega Healthcare Investors is a triple-net, equity REIT that supports Skilled Nursing Facility and Assisted Living Facility operators with financing and capital.

Ticker: OHI US

Country: United States

Sector: Real Estate - REITs

Listing: New York Stock Exchange

Offer Structure: $708,162,849 At-the-Market Offering

Use of Proceeds: To fund potential acquisitions, development and investment opportunities, or for general corporate purposes, including the repayment of our outstanding indebtedness

Berenberg Role: Sales Agent

Timing:

• Launch: 15 March 2024

ADT is an American security company that provides electronic security solutions for residential and small businesses, fire protection, and other adjacent alarm monitoring services.

Ticker: ADT US

Country: USA

Sector: Security Services

Listing: NYSE

Selling Shareholder: Apollo Global Management

Offer Structure: 65,000,000 shares (excl. greenshhoe)

Offer Price: $6.50 per share

Berenberg Role: Co-Manager

Syndicate: Morgan Stanley, Barclays, Apollo Global Securities, RBC Capital Markets, BNP Paribas, Deutsche Bank, Mizuho, Goldman Sachs, MUFG, BMO, BTIG, Raymond James, Berenberg, Fifth Third, Academy Securities, Bancroft, Siebert

Timing:

• Pricing: 6 March 2024
• First Trade: 7 March 2024

Montana Aerospace AG is a leading manufacturer of system components and complex assemblies for the aerospace industry, with worldwide engineering and manufacturing operations.

Ticker: AERO SW

Country: Switzerland

Sector: Aerospace

Listing: SIX Swiss Exchange

Market Cap pre Transaction: c. CHF 1.0bn

Offer Structure: Placement of 1,350,000 existing shares (c. 2.2% of current share capital)

Selling Shareholder: Montana Tech Components AG

Berenberg Role: Sole Global Coordinator & Sole Bookrunner

Timing: January 2024

Trustpilot is a leading global review platform, which creates a place where businesses and consumers can gain actionable insights and collaborate.

Ticker: TRST LN

Country: United Kingdom

Sector: Technology

Listing: London Stock Exchange (Main market, Premium Segment)

Market Cap pre Transaction: c. GBP 700m

Offer Structure: 5,173,241 secondary shares (c. GBP 8m)

Offer Price: GBP 1.57 per share

Selling Shareholder: Northzone Ventures (full exit)

Berenberg Role: Sole Bookrunner

Timing:

• Launch: 15 January 2024

• Pricing: 16 January 2024

• Settlement: 18 January 2024

Global Medical REIT inc. is a net-lease medical office REIT that acquires purpose-built specialized facilities and leases those facilities to healthcare systems and pyshicians groups.

Ticker: GMR US

Country: United States

Sector: Real Estate

Listing: New York Stock Exchange

Market Cap pre Transaction: c. USD 1,046m

Offer Structure: $300m At-the-Market Offering

Use of Proceeds: To repay a portion of the outstanding indebtedness under the company's credit facility, to fund acquisitions and for other general corporate purposes

Berenberg Role: Sales Agent

Timing:

• Launch: 9 January 2024