• Capital Markets Advisory Services

Capital Markets Advisory Services

The decision to take your entity public can have a multitude of benefits but is not something that should be entered into lightly.

To maximise these benefits your entity needs to ensure:

  • That your best foot is being put forward leading up to, and come, listing date.
  • That process, systems, and other internal infrastructure has been established to ensure financial reporting and corporate governance practices will operate seamlessly going forward – in in the name of protecting shareholder value.

To achieve this, an entity needs to go into a potential listing process with its eyes wide open, in particular:

(i) That the process of getting to listing date can be lengthy, challenging, and dynamic.
(ii) That external experts across a range of diverse disciples and specialities will likely need to be engaged.

To overcome these challenges, an entity’s best bet is to align itself with a trusted expert adviser that has a proven track record in assisting entities through the listing process.

This is where BDO and its IPO and Direct Listing Services team can step in to assist your entity to navigate through the journey to a, efficient, painless, and ultimately successful listing, and beyond.

An entity’s public listing should not simply be looked at through a purely one-off, “transactional” lens.

More than that, a listing represents an opportunity to enter into a process of entity-transformation for the better that will maximise value both in the short term and long term.

As with most things, “you only get out what you put in” and with that in mind, the upfront planning of the listing process is crucial to achieve this.

At a high-level, the roadmap to a successful listing can be summarised in the following three stages.

 

Planning

  • Determine overall Company readiness.
  • Identify the need for external experts and engage where necessary.
  • Establish a listing Project Team.
  • Identify any political, regulatory, or legal “roadblocks” your listing may attract including sufficiency of financial statements and audit requirements.
  • Consider corporate structure alternatives for optimising the listing.
  • Consider funding alternatives for listing.
  • Consider tax implications of pre-listing restructures.
  • Consider existing financial statements, gaps within, and requirements for the listing (i.e. Prospective, and Historic annual and/or Interim).
  • Consider existing Corporate Governance structure, and gaps within (e.g. independent directors).
  • Consider existing and future external and internal Audit requirements.
  • Undertake preliminary discussions with Regulars (NZ Reg Co, FMA, ASIC etc.).

Execution

  • Initiate any required corporate restructuring.
  • Prepare a forecast financial model that can be used as to for prospective financial information requirements.
  • Prepare a due diligence report on the historical and forecast financial information to be included in the Product Disclosure Statement.
  • Establish a Due Diligence Committee.
  • Seek valuation advice.
  • Compile the Product Disclosure Statement or Listing Profile.
  • Identify any areas of accounting treatments that may need to be addressed, and/or documented.
  • Compile required financial statements and arrange any Audit/Review thereof.
  • Appoint any new members to the Board of Directors (if required).
  • Implement any other process, systems, and other internal infrastructure requirements.

Post Listing

  • Identify areas where external experts may need to remain engaged:
  • Tax advisory experts
  • Financial reporting advisory experts
  • Investor relations and Risk advisory experts.
  • Plan for the compilation of the entity’s first Annual/Interim report post-listing.
  • Ensure processes to adhere to continuous disclosure requirements are in place, and functioning.
  • Set plan for continuous market engagement with the investor community (e.g. retail brokers and institutional investors)

 

At BDO, our objective is to work “with” you.

Accordingly, our Capital Markets Advisory offering is customisable and scalable around your entity’s specific requirements and existing resources.

Whether it be a fully integrated, end-to-end project management function, or a series of more narrow and bespoke engagements, we are on hand to work “with” you.

BDO’s team of Capital Markets Advisory experts cover a range of different specialities and disciplines, including:

Corporate Finance and Valuation Advisory

IFRS Advisory

Risk Advisory

Assurance services

Expertise in advising on:

▸ The Investigating Accountant role on IPO processes
▸ Project Management of Direct Listing processes
▸ Preparation of pro forma / financial information required in the Offer Document
▸ Funding structure alternatives
▸ Financial modelling support
▸ Drafting the offer documentation
▸ Valuation advice

Expertise in advising on:

▸ Accounting impacts of pre-listing (re)structuring
▸ Entity’s compilation of financial statements required (pre and post listing)
▸ Accounting treatments of (new, and historic) complex transactions, and documentation thereof
▸ Correspondence with Regulators on financial reporting matters

Expertise in advising on:

▸ Corporate governance structures
▸ Internal audit functions

Experts in providing external Audit and Review engagements of financial statements.

(Note, for conflict and independence reasons, Assurance services may not be able to be provided together with other Advisory services)

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Contact us to discuss how BDO can assist you with your IPO or Direct Listing journey.

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