IPO Assistance Services

To facilitate an efficient and effective IPO and particularly for more complex IPOs, a corporate adviser should be engaged to assist with prospectus drafting, compilation/preparation of financial information and other corporate advisory services. This role is in addition to the investigating accountant (and one firm cannot perform both roles due to independence requirements).

BDO has deep IPO expertise and thus ability to assist in a corporate advisory role. This involves assisting with the project management of the IPO process, compilation and disclosure of prospectus financial information, guidance and/or preparation of forecasts together with other aspects that may fall outside the scope of the lead manager.

How BDO can help

An IPO process consumes significant company resources, particularly that of the CFO and finance team. Preparing for an IPO can be a full-time job on top of the day-to-day role of a CFO. It is critical that the business continues to operate as usual and smoothly in the lead up to an IPO.

BDO provide comprehensive support to alleviate the CFO’s workload and to provide expert advice and support. Our IPO support services include:

Preparation of financial section of the prospectus

We can provide guidance and assist in drafting the financial section of the prospectus, covering off on all the necessary presentation and disclosure requirements.

Project management

The ability to execute multiple IPO workstreams in a condensed timeframe is critical to a successful IPO. BDO is skilled at project managing the various diligence streams required by the due diligence committee 'DDC'.

Acquisition assistance

If there are acquisitions being considered as part of the IPO, we can assist with the transaction including:

• Valuing acquisition targets
• Completing financial and tax due diligence on the acquisitions
• Advising on the optimal deal structure, including the form of consideration
• Assisting with other sundry matters as required to enable you to complete transactions (e.g. assistance with financial aspects of sale contract documentation, acquisition accounting advice etc.).

Financial modelling

We can prepare a detailed financial model that will produce all the outputs required for a prospectus. This includes:

• Historical pro forma and statutory financial information (income statement, balance sheet and cash flow statement)
• Forecast pro forma and statutory financial information (income statement and cash flow statement)
• Sensitivity analysis
• Capital structure and implied IPO earnings multiples.

The financial modelling role also includes compilation of supporting documentation underpinning the assumptions (both pro forma and forecast assumptions) for provision to the investigating accountant and to assist compliance with ASIC’s guidance note RG170.

Other advice

BDO can provide other financial, accounting or tax services required for an IPO process, including (but not limited to):

• Purchase price allocation calculations (or a formal report)
• Convertible note and ESOP valuations
• Technical accounting position papers as required by the investigating accountant
• Tax structuring advice
• Management and leadership remuneration benchmarking review
• Internal control risk review to ensure the business has the necessary internal controls befitting a listed entity.