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IPSX Wholesale

IPSX Wholesale is a market which accommodates more complex issuers in terms of ownership structures, legal arrangements or tenancy profiles.

Designed to provide commercial real estate owners with an onshore market, it’s capable of accepting a variety of different corporate structures, including JV REITs, within a flexible regulatory environment. IPSX Wholesale allows shares in companies holding commercial real estate to be admitted to trading on an onshore market. As IPSX Wholesale is only open to institutional investors, it allows for a broader range of commercial real estate types.

Issuers admitting commercial real estate to IPSX Wholesale

IPSX Wholesale is designed for commercial real estate owners holding commercial real estate in structures which may be more complex than those employed by issuers which are suitable for admission to IPSX Prime, including Joint Venture (JV) REITs.

As well as stabilised assets, IPSX Wholesale is open to development and regeneration projects. Issuers owning assets which they intend to develop, redevelop, repurpose, or retrofit will be able to seek admission, provided they anticipate the asset becoming stabilised and income-producing within a five-year timeframe.

The types of eligible issuers could include more complex ownership structures or legal arrangements, or more unusual tenancy arrangements. These will be reviewed on a case-by-case basis.

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Issuer Eligibility

IPSX Wholesale rules do not prescribe a minimum free float. Issuers seeking admission could propose coming to market with less than a 10% free float, subject to meeting certain criteria. However, asset(s) must generally have a minimum market value of £50 million.

The maximum loan-to-value of an IPSX Wholesale Issuer is 80%, and those not required to produce a prospectus must produce an Admission Document.

Just as with IPSX Prime, IPSX Wholesale issuers are required to appoint an:

  • IPSX Lead Adviser to help guide them through the admission process
  • IPSX Approved Valuer to produce a RICS compliant Red Book Valuation

IPSX also offers a fast-track admissions process for qualifying IPSX Wholesale issuers whose securities are already admitted to trading on:

  • Stock exchanges domiciled in the UK and Crown dependencies
  • Stock exchanges domiciled in the EEA
  • FCA Designated Investment Exchanges

The IPSX Rules for Wholesale Issuers set out the additional fast track admission criteria.

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Who can invest?

Only professional investors may invest in IPSX Wholesale:

  • Eligible counterparties
  • Per se Professional clients
  • Elective Professional clients

Elective Professional Clients are broadly defined as having expertise, experience and knowledge considering the nature of the transactions envisaged, and capable of making their own investment decisions and understanding the risks involved. Other criteria:

  • Clients must state in writing to their broker that they wish to be treated as a professional client either generally or in respect of a particular service or transaction or type of transaction or product.
  • The broker must give the client a clear written warning of the protections and investor compensation rights they may lose
  • The client must state in writing to their broker, in a separate document from the contract, that they are aware of the consequences of losing such protections.
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International Property Securities Exchange is the trading name of IPSX UK Limited. IPSX UK Limited is a company registered in England and Wales with Company Number 10519448, whose registered address is 20 Birchin Lane, London, EC3V 9DU.

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