Early take-up of AIM’s ‘Capital Access Window’

What is the ‘Capital Access Window’?

The ‘Capital Access Window’ lets an AIM company that is undertaking an equity fundraising, or a corporate transaction involving the issue of further AIM securities, ask the LSE to temporarily suspend trading in its shares while the issue is marketed or the transaction is negotiated. Requests are made through the company’s nominated adviser, and the LSE considers them case by case.

Use of the Window is voluntary. The rules set no minimum or maximum duration, but the LSE expects Windows to be short, on the basis that both the company and its investors have an interest in shares returning to trading as soon as possible. The company must make an announcement when the Window opens and trading is suspended. When the Window closes, it must make a ‘cleansing’ announcement confirming that the fundraising or transaction has either completed or been aborted.

A suspension does not suspend the company’s obligations. The UK Market Abuse Regulation and the AIM Rules continue to apply throughout. Inside information still has to be managed, and the cleansing announcement must leave the market properly informed when trading resumes.

Why did the LSE introduce the ‘Capital Access Window’?

The LSE set out its reasoning in AIM Notice 62, its June 2026 consultation on ‘Shaping the Future of AIM’. The starting point is that AIM companies need to be able to access capital in a timely and effective way as they grow. The new public offers regime under the Public Offers and Admissions to Trading Regulations 2024, in force since 19 January 2026, already makes it easier for AIM companies to raise money from a wider investor base. A public offer of shares to be admitted to AIM no longer requires a prospectus.

The LSE acknowledged a practical difficulty, however. Fundraisings with wide investor distribution are harder to run. Despite confidentiality arrangements, the more investors who are approached with a view to establishing their interest in investing, the greater the risk of leaks and of volatility in the company’s share price. Many Boards of AIM companies will be familiar with the pattern: soundings begin, the share price drifts lower and the placing ends up priced well below where the company had planned. That risk has also tended to squeeze retail and high-net-worth investors out of the process, because they could only be offered very short participation windows, often less than 24 hours.

The LSE’s answer was to let a company ‘freeze’ or ‘halt’ its share price for a short period. In the LSE’s words, this would enable AIM companies to manage the fundraising process more closely and support them in approaching a broader investor base, including retail investors. Trading halts for fundraisings are used in other markets, notably Australia, but the Window is new to London. There is still no equivalent on the LSE’s Main Market.

The policy is not without controversy. The UK Secondary Capital Raising Review, reporting in July 2022, considered trading halts and concluded that regulators should not require them purely for fundraisings, because there was not enough evidence that the benefits outweighed the loss of liquidity for investors. The LSE’s approach responds to that concern. Rather than making halts mandatory, it has made them available at the company’s option, leaving each Board of an AIM company, with its nominated adviser, to weigh an orderly process against a period in which shareholders cannot trade.

Take-up so far

Use of the Window has been quicker than many expected. Shaires Holdings Ltd (formerly Jade Road Investments Limited) used it about a week after the new rules took effect, as part of a fundraising that included a retail offer and which, by its account, took its total raised in 2026 to $108 million. Rockhopper Exploration plc and GEO Exploration Limited announced similar plans in late August. Use then picked up sharply from late September.

From company announcements and the LSE’s notices restoring trading, we have identified the following 24 AIM companies which announced, up to 30 October 2026, that they would use, or had used, a ‘Capital Access Window’ (although this list may well not be exhaustive):-

(Note: Window dates and halt durations are in calendar days, not trading days)

Emerging themes

Who is using it?  Early users are mostly smaller, growth-stage companies in resources, life sciences and energy. These are issuers that return to the market often and whose share prices are most exposed to drift during a fundraising.

Retail participation.  Several users, including Shaires Holdings Ltd, eEnergy Group plc and Cornish Metals plc, combined an institutional placing with a retail offer, which is the outcome the LSE intended. Some Windows were explicitly kept open until the retail offer closed.

Duration.  Windows have generally been short, in line with the LSE’s expectations. Where both dates are public, they have run from as little as a single day (Tap Global Group plc: 21 September 2026 to 22 September 2026) to 21 days (GEO Exploration Limited: 25 August 2026 to 15 September 2026) with Ondine Biomedical Inc. close behind at 20 days (30 September 2026 to 20 October 2026).

Across the 21 completed windows, the median is 9 days and the average about 10 days. Six closed within a week: Tap Global Group PLC, Invinity Energy Systems PLC, Rockhopper Exploration plc, Savannah Resources PLC, Avacta Group plc and eEnergy Group plc.

Pricing.  A frozen share price does not guarantee a good price. Invinity Energy Systems PLC priced its placing at a 43.5% discount to the closing price before it entered the Window. The Window can reduce leakage and drift, but it cannot replace investor demand.

Not only for simple placings.  Users have included companies with related party participation (Invinity’s fundraising included a subscription by a substantial shareholder) and companies with wider corporate activity under way (Dekel Agri-Vision Plc noted continuing discussions that could lead to an offer for the company). In these cases, careful disclosure and management of ‘inside information’ during the Window are essential.

Practical points for Boards of AIM Companies

• Discuss use of the Window with your nominated adviser early, including how long you expect it to last, because the LSE will want to know.
• Prepare the opening announcement and the closing (cleansing) announcement in advance, with both a ‘completed’ and an ‘aborted’ version of the latter.
• Remember that the UK Market Abuse Regulation still applies: ‘insider lists’, ‘wall-crossing’ procedures and the eventual cleansing of inside information all need managing.
• Weigh the benefits of an orderly process against shareholders’ inability to trade, particularly if the Window may need to be extended.
• If you want retail participation, line up a retail offer platform and timetable before the Window opens, so the time available is used efficiently.

Comment

It is too early to judge whether the ‘Capital Access Window’ will achieve the LSE’s aim of making fundraisings on AIM easier and more inclusive. Early take-up, though, suggests that issuers and their advisers see real value in it. If it keeps delivering orderly fundraisings with meaningful retail participation, pressure may grow for a similar facility on the LSE’s Main Market, despite the reservations expressed in 2022.

This article is for general information only and does not constitute legal advice.

If you are considering a fundraising and would like to discuss whether a ‘Capital Access Window’ is appropriate, please contact Jeff Elway (Partner), Chris Simmons (Partner), Nick Williams (Consultant) or Giedre Doig (Senior Associate).