White Paper

The Ultimate IPO Guide for Private Companies

For many companies, an initial public offering (IPO) is a significant achievement that symbolizes value for founders, employees, and customers—but risk and challenges can arise if you are unprepared. In this ultimate IPO guide, you will find the importance of IPO readiness ahead of ringing that bell.

What is an IPO and how does it work?

An IPO is the process of a private company offering stock to the public to raise capital for the first time. But as a public company, you will be subjugated to an array of rules, regulations, and standards that you weren’t held to as a private company.

Learn More

The IPO Timeline & Considerations

What is the typical IPO timeline?

While an IPO timeline can stretch across years, many professionals recommend you operate as a public company for one to two years before actually going public. There are about six key months during the IPO process.

Who is involved in an IPO?

Many stakeholders are involved in the IPO process, so it’s critical that the right team is in place for a smooth process. What are they responsible for?

CFO: Ensures the financial statements are accurate and accessible. They are also the public face of the transaction.
Legal counsel: Reviews securities laws and guides the organization throughout the IPO process. They oversee the preparation of the registration statement and also consult the company during key filings with the SEC.
Underwriter: Responsible for comparing past records and performance, preparing documents, filing statements, and managing issuance during the IPO process.
Filing vendors: Responsible for making sure the registration statement is accurate and filed correctly.

While these stakeholders are the most involved, nearly every role at a company plays a part throughout the steps in an IPO process.

What are the IPO considerations?

Are you considering the possibility of an IPO? Ask yourself these questions to gauge your IPO readiness:

Is the market timing right?
Do I have the right team to coordinate an IPO?
Can we afford to go through the IPO process?
Are we able to predict future financials?
Can we navigate public shareholders and SEC regulations?

Your Own IPO Checklist

As the CFO, you’ll be responsible for aligning company financial information, future vision, and also be the public face of the deal. There will be a lot of moving parts in your role so be sure you understand all your responsibilities:

Review all accounting applicable standards and policies to verify the positions are properly documented and will withstand any questions or scrutiny from regulators
Draft and prepare financial statements (for 2-3 previous years) in accordance with PCAOB (Public Company Accounting Oversight Board) standards
Engage auditor to attest to PCAOB financial statements
Assess risk and assurance with internal controls over financial reporting and determine scope under 404a or 404b, if necessary
Select team of underwriters, legal counsel, and external auditors
Assess accounting and finance team reporting needs and invest in transformation if necessary in order to be able to comply with new internal and external reporting requirements
Evaluate your current accounting and data systems to ensure they are sufficiently capable to operate under public company scrutiny
Determine you issuer type (domestic, foreign, under JOBS or ECG Act)
Determine the IPO type structure and timeline
Select stock exchange and reserve stock symbol (ex., NYSE, NASDAQ, Global Select Market)
Select a financial printer and/or SEC filer
Support and provide necessary information for the registration statement
Prepare and present roadshow with underwriters
Assess SOX compliance policies for post-IPO

Get the Full Checklist

As the general counsel, you’ll be responsible for risk management and governance matters throughout the IPO process. There will be a lot to balance in your role, so here’s a checklist of major milestones:

Evaluate the corporate governance matters and legal structure of the entity and make necessary changes to become a public company
Prepare or update governance policies
Execute any necessary compensation agreement or “lock-ups”
Select external counsel to assist with the IPO offering
Determine type and structure of offering
Begin the preparation of the registration statement
Evaluate and select an underwriter
Select a financial printer
Select transfer agent and registrar
Analyze transaction and assess conflicts of interest
Conduct legal and accounting due diligence throughout the IPO process
Review contracts, documents, and registration statement draft
Prepare and present roadshow with underwriters
Prepare any necessary Board resolutions
Execute final SEC pricing and issuance filings
Launch press release
Support ongoing SEC reporting requirements under the ‘34 Act

Get the Full Checklist

As the law firm to a company preparing for an IPO, you’ll be responsible for aiding and guiding the organization throughout the IPO process. There is a lot to balance from client’s needs to SEC needs, so here’s a checklist of the major milestones:

Organize and kickoff the working group team
Begin the preparation of the registration statement
Incorporate financial statements and corporate governing documents into the registration statement
Provide guidance and assemble due diligence for the offering
Review and help negotiate underwriters agreement
Draft, review, and help file the registration statement
Prepare responses to SEC comment letters
Execute price offering documents
Finalize any underwriter and offering agreements of any other housekeeping items
Prepare any necessary Board resolutions
Execute final SEC pricing and issuance filings
Launch press release

Get the Full Checklist

SEC Registration statement drafting, review, and filing

After you’ve evaluated your IPO readiness and who is involved, the next step is to choose how you will file your SEC registration statement. Filing for an IPO has been standardized for years as there’s traditionally been one option for your filing agent.

What is a filing agent?

Filing agents help both private companies to go public and help public companies with their ongoing SEC filings. Typically they offer a technology platform and services to help customers with drafting, managing, filing, and printing physical pages of SEC filings—including registration statements, proxy statements, financial statements, and many others.

For a long time, using a financial printer was the only option for companies going public. But our world is becoming increasingly digital and that means options for filing for an IPO have too. With the growth of technology, there are cloud platforms that now handle drafting, filing, and reviewing in one spot. The entire working team can collaborate, review, and file at their discretion versus being subject to traditional printer turnaround time.

Modern platforms can do all your drafting and collaboration—including the registration statement, any financial information, and reviewing redline changes—in one place from start to finish without waiting and relying on a traditional printer.

What’s the difference between Workiva and a financial printer?

Workiva does offer printing services, but it’s so much more than that. In the Workiva platform, you can connect your data across reports and documents automatically with syncing in the cloud and permissions down to the cell. Avoid frustrating inconsistencies, endless versions, and formatting issues and make your IPO process as seamless as it can be.

Public companies are held to tight deadlines and standards, ones you can’t risk in the name of tradition. And technology should support the transactions that will help your company grow, managing documentation for follow-on and secondary offerings.

If you’re not ready to begin drafting your registration statement just yet, you still can use the Workiva platform to prepare by implementing a regular financial reporting cadence. This is made easier with a modern platform with automation and linking built in across processes.

Learn More

Ringing the bell: What’s after an IPO?

Most companies consider and plan extensively for the IPO costs during their IPO process but don’t account for the regulatory and reporting requirements as a newly public company.

The planning, preparation, and accounting and legal fees from these reports add up. As new rules and regulations are adopted, the extent and costs of your reporting requirements will increase too. Here are some things you need to consider as a public company:

Secondary and follow-on offerings

Most companies file a secondary or follow-on offering within a year or so of being public. Whether you’re choosing to raise additional capital to fuel growth, strategy, or projects, you need a centralized, secure solution to manage deal documents and file the respective registration statements.

Learn More

SEC reporting

As a public company, you’re subject to SEC reporting regulations. Increase accuracy and turnaround for this sensitive reporting with a platform that connects directly to multiple ERP and operational systems where your financial data is stored.

Learn More

SOX compliance

SOX compliance has historically been a hurdle for public companies. Completing your SOX program accurately, quickly, and using as few resources as possible is crucial. Centralize and perform all aspects of the process in the same tool so you can update important data in multiple spots with one click.

Learn More

ESG reporting and future regulations

The SEC provided guidance in 2010 that said companies might have to disclose risks and opportunities related to climate change. In 2021, the SEC stated that it would propose amendments to enhance those disclosures.

As the SEC releases new regulations, you will have to remain agile and shift your reporting needs to meet those regulations. That’s why it’s important to choose a technology not for just one transaction, but for the entire journey of your company.

ESG Solutions

The Ultimate IPO Guide for Private Companies

What is an IPO and how does it work?

The IPO Timeline & Considerations