Manage a Market Sounding
When you are sounding investors on a potential transaction to gauge interest, volume and pricing there is a specific process which must be followed in order to gain a safe harbor for sharing inside information with investors.
The following guide will help you as an administrator on Logwise to get started with market soundings related to potential transactions. You will learn how to create a market sounding, add potential investors, log communication with the investors and finally cleanse the market sounding. Note - you may also be required to manage an insider list for each market sounding transaction to fulfil the MAR obligations on your firm to track your staff's access to the information.
1. How to create a market sounding?
Click on the menu "
MARKET SOUNDING" > "Create
" or on the button "+ CREATE MARKET SOUNDING"
. You will be presented with a guide to help you put together all the information required to fulfil the requirements for the safe harbor protection.
Specify the beneficiary
Your organisation will set as the Distributing Market Participant (DMP).
Add the name and national identification number for the beneficiary, either a legal or physical person, the entity that the sounding will be performed for.
Specify if the sounding contains inside information
You must document the assessment and reason for including inside information in a market sounding.
If inside information is included you must also specify when you estimate the information will be made public in order to allow the potential investors to understand the timeframe that they will be in possession of inside information. If there are specific factors which will influence and change the estimated date you may add them.
Communication templates
When information is communicated it is important that each investor receives equivalent information and that each step in the process communicates the correct information for the step in the market sounding process.
Teaser text
The first field is the teaser text to include in automated wall crossing requests. This information must provide enough information to the potential investor for them to determine if they are interested in being wall crossed, while at the same time not providing them with information which could cause them to accidentally get access to confidential or inside information.
The grey bar at the bottom allows you to preview and edit the full wall-crossing request.
Transaction information
The second field is for the full transaction information you wish to communicate when an investor accepts being wall-crossed. This field allows you to use basic formatting which is supported.
You may optionally include files which will be attached to the email sent out to investors who are wall-crossed.
Cleanse messages
When the market sounding is over specific messages will be sent to the investors. There are two messages for each transaction, depending on if the transaction will be launched or not. You can review and edit the messages.
Once you have filled in all requested information, click "CREATE TRANSACTION" and proceed to next step
2. Add potential investors
Add investors to the transaction in order to include them in a market sounding. For new investors some basic information is required (see below). When you add an investor you also select the process to use for initial communication.
- Manual - (default) No communication is sent from the Logwise system automatically to the investor. You will communicate directly with the investor through other channels.
- Automatic - the investor will receive an automated wall-cross request by email directly from the system and they can accept or deny it without any intervention on your part.
The account manager field specifies who should be notified when the investor responds in the system and what email signature should be used for any automated communication with the investor.
3. Communicate with investors
From the overview of recipients you can edit basic investor information, log communications, send automated wall-cross requests and view the communication log.
If an investor has been added with the manual process flow you can initiate an automated wall-cross request using the
button.
Use the communication hub
to log communication with investors. Select the channel used for communicating, date/time and the name of the person if it was not you. Also document the response from the investor - if they are willing to be wall-crossed or not.
If you select "Yes" as the response you may also choose to send the full transaction information directly from Logwise, otherwise you will be required to communicate the correct information through other channels manually. Note - you cannot change a "Yes" response to a different response later since the person has been wall-crossed.
Unrecorded communications
If you communicate using unrecorded communications you are also required to document the result of the meeting in the form of meeting minutes or similar and provide these to the investor. You may manage this documentation and communication requirement directly from Logwise.
To view all communication with a specific investor click on the
button from the recipient overview.
4. Cleanse the sounding
When the market sounding concludes you are required to inform all those who were wall-crossed of the outcome and if the information they have received has been made public. This is performed automatically by clicking on "Status: Ongoing" and then "CLEANSE". You will be presented with a guide to collect the additional information which may be required to communicate with the recipients.
5. Other functionality
There is additional functionality available through the menu (three vertical dots) at the top right hand corner of each transaction.
- Manage access - Please click here to learn more how to share a project with other administrators
- Change estimated time of disclosure - Update the date of disclosure and communicate this information to relevant recipients
- Audit trail - All changes made to the list can viewed through the audit trail
- Mails - Monitor all emails sent to investors
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