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Candidate Selection for an IPO
Presented to the Babson Research Conference, June 2005-03-29
By Tom Mckaskill


Principle Topic
Method
Results and Implications
Contact
Abstract
Introduction
Concluding remarks
Apendices
References

Principle Topic

There is little in the prior literature to help a firm decide if it is a good candidate for a IPO, although there have been a number of studies of characteristics of the firm at IPO time relative to price discounting and after market performance.


Method

This research project set out to identify those pre-IPO attributes that would contribute most to a viable IPO and a good after market performance. The initial list of attributes was established through lengthy interviews with investment bankers and professional advisors. The final list of 45 attributes was sent to around 500 executives active in the IPO process, most of them in private equity or venture capital firms. Completed surveys were returned from 93 respondents.


Results and Implications

Of the 45 attributes identified in the pre-survey work, only 25 were well supported. It seems that the level of revenue or size of the profit carries little weight with the survey respondents. The only strong indicator in terms of size and profitability of the business that is supported by the survey is the potential of the business to achieve $100 million capitalization. However, this might be predicated on having a robust business model with the right management team and a strong competitive advantage. Having a strong competitive advantage, strong industry knowledge and a robust growth strategy are seen to be important.

There is an overriding emphasis in the survey results on understanding the IPO process and having the right preparation internally and externally for the activity. This includes the right people in the management team and on the Board of Directors, the right selection of industry knowledgeable and respected advisors as well as a good understanding of the public market dynamics.

If a more robust list of desirable attributes can be developed, this will help venture capital firms and investment banks develop better strategies for IPO activities. At the same time those candidates that clearly are not able to achieve the desired attributes would be encouraged not to waste their time and money on an IPO process.


Contact : Dr. Tom McKaskill, Australian Graduate School of Entrepreneurship, Swinburne University of Technology, PO Box 218, Hawthorn, Vic 3122, Australia. Tel: +61 3 9214 8422 Fax: +61 3 9214 8381, tom@tommckaskill.com

 

 

Candidate Selection for an IPO

Presented to the Babson Research Conference, June 2005-03-29
Professor Tom McKaskill
Professor of Entrepreneurship
Australian graduate School of Entrepreneurship
Swinburne University of Technology
tom@tommckaskill.com

 

ABSTRACT

 The entrepreneurship literature provides little guidance to the entrepreneur on the venture attributes that should produce a robust platform for an IPO and a good after market price. This paper assembled a possible list of such attributes from expert interviews and then used a survey of executives that were active in IPOs to show which ones were considered most important. The findings show that there are three main areas where a firm might improve their IPO success. These can be characterized as a strong business model, a good understanding of the IPO process and having the right set of advisors.

 

INTRODUCTION

 The success of a venture capital fund is often determined by the success to which they can liquidate their investments at a profit. In fact this is a critical aspect of the of the venture capital process. The VC firm will seek to maximize their return through the exit event whether this is an initial public offering (IPO), trade sale, sale to another private equity fund, management buyout or some form of liquidation. Their preference has been the IPO as this has historically yielded superior returns to that of other exit paths (Bygrave and Timmons, 1992)(Jain, 1995)(Wang and Sim, 2001, p. 347 )(Gompers, 2001). Results for VC exits in Australia support this view. For the venture capital sector in Australia, Golis quotes an IRR of 29 percent for an IPO versus 9.5 percent IRR for a trade sale (2002, p. 42). Thus preparing an investee for an IPO would seem to be of major interest to the venture capital sector and yet little attention is given in the published textbooks and journal articles on how this might best be achieved.

The field of entrepreneurship provides little guidance to the new venture entrepreneur seeking to exit via an IPO. Most standard texts discuss the importance of creating an exit plan and normally list the alternative exit paths. The IPO is seen by many as the premium path to harvesting and yet seems to assume that the entrepreneur will either know how to structure the business for an IPO or that the entrepreneur can find this information from advisors or underwriters at the time they need it. Well established textbooks such as Timmons and Spinelli, (2004, p. 611), Kaplan (2003, pp. 427-435) and Dolinger (2003, p.230, 250-252) discuss the IPO as an exit path but give no attention to how a business should be structured for an IPO or what strategies might be employed to improve the probability of success.

There are numerous textbooks on the IPO or public listing process and on the stock exchange requirements for a listing. For example, both Kaplan (2003) and Dolliger (2003) lay out the IPO process. Aaronson (2003) outlines the listing requirements of the UK Stock Exchange and documents the role of the various parties that will be involved. Golis sets out the requirements for listing on the Australian Stock Exchange (ASX) (Golis, 2002, pp. 221-227). Apart from Golis, none of these authors discuss how a business might better position itself for a listing or how they might improve their ability to gain the support of the better underwriters or after market analysts.

In fact, very little is offered by way of pre-IPO strategies. Gladstone and Golis suggest some minimum attributes that should be achieved for IPO candidature. Gladstone and Gladstone in their Venture Capital Handbook state that, in the USA, firms are considered suitable for an IPO if they can demonstrate a growth rate of 30 to 60 percent and at least $10 million in net after tax income, however there is no discussion of other attributes (2002, p.312).

Golis states that firms should not consider a listing unless they can demonstrate the following attributes:

  • Valuation of at least $20 million
  • Support of the institutional investors such as insurance companies and pension funds where a $1 million investment would result in less than 5% ownership
  • Profit after tax of $1.5 -$2 million for the year preceding the float
  • Prospective forecast of profit after tax of $2-$3 million (2002, p. 47)

It is clear that the new venture entrepreneur that desires to list on the public stock market will gain little insight into how they should develop their business to make it more attractive for an IPO from the current entrepreneurship literature. Admission criteria to the established stock exchanges provide minimum conditions rather than desirable conditions, although minimum conditions certainly indicate where likely risk of failure can be best mitigated.

Unlike Australia, included in the criteria for admission to the UK Full List and AIM is a requirement that there is a “minimum track record of management within the business”. The firm has to satisfy the “Sponsor or Advisor” that it is suitable for admission. This might include the following;

  • Is the company operating in a growing market
  • Is the company like to grow
  • Is there a high quality management team
  • Do the directors have the experience to run a public company
  • Are there adequate governance safeguards
  • Are there suitable non-executive directors
  • Does the business have any significant unresolved liabilities

The Advisor or Sponsor must decide if the company is suitable for admission. (Aaronson, 2003)

Some additional insights into desirable pre-IPO attributes can be gleaned from the research on IPO underpricing and post IPO performance.

IPOs and After Market Performance

There has been some research over the last 20 years on pre-IPO firm characteristics as they relate to IPO pricing and to longer term performance and taken together these do provide a list of some attributes that the candidate IPO firm should be considering in building a strategy for an IPO. Certainly the investment bank should be sensitive to this body of knowledge in selecting firms for IPO underwriting. For example, firms that had positive pre-IPO earnings performed better than those with negative pre-IPO earnings (Yi, 2001) although on average, firms undertaking an IPO will experience a decline in their operating performance in the five years beyond their IPO (Jain and Kini, 1994).

Bagley and Duachy discuss whether the firm “is an IPO candidate” and whether it should wait until it can command a higher valuation. They discuss factors outside the firm’s control and influence such as market reactivity to IPOs, whether the market is “hot,” readiness of institutional investors to invest in the sector and industry performance. They indicate that the firm should consider the company’s existing products and product pipeline, the strength and depth of the company’s research, development and management teams, the competitive landscape and the company’s anticipated capital requirements, as factors the firm should evaluate when considering an IPO. However they give no indication of how these items might affect the IPO or how they might be shaped to improve and IPO position. (1999, pp. 407-8).

Up to 1997, the literature contained no references to “time to failure” of IPOs as that event related to firm characteristics at the time of their IPO (Hensler, 1997). Hensler states that a better understanding of the survival rates would provide issuing firms with a sounder base on which to decide whether to support a firm for an IPO. Hensler found in his study of IPO failures that survival time for IPO increased with firm size, firm age at time of IPO, initial return, IPO activity level and the percentage of insider ownership and it decreased with risk characteristics and the public market activity level (1997). Jain and Kinni (1999a) also found that firm size and insider ownership was related to IPO survival. They also found that R&D expenditure, pre-IPO operating performance and the underwriter reputations were positively related to survival rates. Jain and Kini (2000) found that VC backed firms performed better in the aftermarket, possibly due to the advice from the VC firm as well as better institutional and analysts’ coverage and the more successful IPO road-show. Welbourne found that small and faster growing firms benefit from a senior HRM executive as part of their management team (1999).

Certo et al. found that larger boards and more prestigious boards were associated with less underpricing at the time of the IPO but that greater proportions of outside Directors was associated with greater underpricing. This study did not however extend these variables to longer term performance of the firm post IPO (2001).

Few private equity investments are liquidated at the time of the IPO, instead PE investors typically dissolve their investment by distributing their shares to their fund investors one to two years after the IPO (Lerner, 2000, p. 370). Since founders and venture capital investors are often not able to harvest or exit during the IPO, a secondary offering would allow them to harvest some or all of their value. Thus an increased price at the secondary offering not only rewards the IPO investors but provides an opportunity to harvest by the founders and venture capital investors. In fact the pre -IPO investors may be better off by delaying their harvesting until a secondary offering (Prasad, 1995). Post IPO performance should be of importance to founders and PE investors.

Industry sector may have a bearing on post IPO ability to raise additional capital through successive public capital raisings. Jain and Kini note that firms in sectors which are attracting few new issues have a higher probability of failure and that the probability of survival is likely to be positively related to industry growth and attractiveness. (1999a). They also found that stronger barriers to entry and more diversification improved survival rates

 

THE STUDY DESIGN

The prior research on post IPO performance has been undertaken mostly by reference to data sourced from the public domain. Thus only those items or attributes which are able to be identified in public documents, such as a prospectus, have been correlated with operating performance subsequent to the IPO.

To answer the question: “Which candidates should be selected for an IPO?” the author was interested in looking at a wider range of pre-IPO attributes. However since these are not available in published documents and tracking down and interviewing executives involved at the time of past IPOs would be overly expensive, the author undertook to identify the most important attributes through a survey of IPO experts, that is, executives in investment banks, venture capital firms, stock brokers, professional advisors and corporate executives with IPO experience.

The investigation of pre-IPO attributes started with the development of an initial list through intensive independent unstructured interviews with two investment banks. The attribute lists were developed separately by each bank in conjunction with the author. The technique for generating the information was to ask the investment bank to consider a situation where the public market was neither hot nor cold, that they had limited capacity to undertake candidates and they therefore needed to develop a screening process to decide which of many potential candidates they would choose to work with. These interviews were conducted over March and April of 2003 (Buckley, 2003) (O’Brien, 2003).

In order to develop the list of “attributes” both investment banks established a similar set of desirable outcomes that they wished to achieve from the IPO activity. These were:

  • The level of funds sought to be raised by the IPO was readily achieved without having to offer a substantial discount to the institutional investors
  • The after market price was maintained or increased over several years following the IPO (relative to the general movement in the market)
  • The firm was able to raise additional funds on the public market at a price above the price of each prior round
  • The firm achieved sustainable profitable growth within several years of the IPO
  • The reputation of the bank with institutional investors was not damaged by the performance of the firm over several years following the IPO

These desirable outcomes are well supported by prior research.

a) Discount to institutional investors (underpricing)

The topic of issue discount has been examined by numerous authors and seems to relate strongly to the level of uncertainty faced by the IPO investor. The more that the IPO candidate can demonstrate credibility, the less the need for a discount to ensure a take up of the shares at initial issue time. This has been demonstrated through a study by Marchand et al. where they showed that, where uncertainty about the firm’s likely profitability was lower, there existed smaller underpricing ( 1996, p. 60). Lin (1996) was able to show that the reputation of the venture capital pre-IPO investor was able to reduce IPO underpricing and underwriting costs. However underpricing does not appear to convey any signaling information about post IPO performance (Jain, 1996) or subsequent equity raising ( Garfinkel, 1993).

Underpricing may also be related to underwriter [investment bank] prestige since the research shows that those IPOs supported by more prestigious underwriters tend to underprice less. This is also a signal to the market that the firm is likely to be less risky ( Chemmanur, 1994). The Johnson (1988) study shows that the more prestigious underwriters support less risky IPOs which are directly related to less underpricing.


b) After market price (post IPO price performance)

This objective seem to be achieved, at a minimum, if the capitalization of the firm over several years subsequent to the IPO is at least equal to the capitalization of the firm at the time of the IPO. Even in a falling market this could be achieved by the better firms. For example, one investment bank reported that, even with the decline in the biotechnology market in 2002, seven firms had price increases in 2002 and six others were unchanged or fell less than 10% (Intersuisse, 2003, p. 3).

Selecting the right IPO candidates is important for long term profitability of the investment bank. Jain and Kini state that investment banks need to continually attract new IPO firms, thus having a successful track record of post-IPO performance will enhance their reputation and help ensure a flow of new business (1999a). Jain and Kini (1999b) found that IPO firms taken public by a prestigious investment banker have a higher survival rate. Prestigious Investment banks typically select low risk firms for IPOs (Cater and Manaster, 1990). The same logic applies to auditing firms. The more prestigious auditing firms will want to be associated with lower risk firms ( Titman and Trueman, 1986).

Craig Dunbar studied the consequences of an IPO withdrawal by reviewing all IPOs in the United States between 1980 and 1994. His evidence showed that 20 per cent of public offerings are withdrawn or cancelled. He found that withdrawals were not influenced markedly by large swings in up or down markets and only 8% subsequently undertook an IPO. He also found that cancellation significantly affected the ability of an investment bank to get subsequent deals. His analysis also showed that the market share of all IPOs that an investment bank achieves is influenced by the subsequent performance of the listed firms (2004).


c) Subsequent offerings

Investment banks prefer to choose candidates that have the likelihood of undertaking subsequent public offerings as this leads to subsequent fees. Firms that have a successful experience with the underwriter are less likely to switch, thus investment banks need to carefully select those firms it works with. As shown above, firms undertaking an IPO wish to work with the most prestigious underwriters, thus lower risk firms will seek out a prestigious underwriter (Carter, 1990). Lower risk firms that undertake an IPO are more likely to undertake a subsequent offering and the more prestigious underwriters tend to handle the subsequent offerings. Thus an underwriter that seeks out lower risk firms is anticipating future earnings through subsequent offerings (Carter, 1992).


d) Sustainable profitable growth (post IPO operating performance)

Poor aftermarket performance emerges as a persistent feature of initial public offerings. ( Levis , 1993). Jain and Kini comment that the survival of IPO firms subsequent to going public has been largely ignored. They also state that “approximately a third of IPO issuing firms fail or are acquired within five years of going public” (2000).


e) Reputation

The ability of an underwriter to readily market an IPO stock will depend greatly on the after market performance of their prior listings. Since investors in the stock don’t have access to the same level of information as the underwriter, the investor is somewhat dependant on the underwriter undertaking the evaluation for them. The investor thus uses the underwriter’s reputation and past performance of the firms that the underwriter has previously represented as a measure of investment quality of a new listing. The underwriter that fails in their selection will end up with a lower reputation. “A lower reputation leads to lower market values for equity sold in the future, and in turn, to lower future fees” ( Chemmanur, 1994).

After establishing the desired outcomes, the author then asked the investment bank executives to identify the differences between successful IPO firms and less successful ones. That is; whether the firms that were able to maintain or improve their capitalization value in a declining market demonstrated different attributes at the time of their IPO? To assist the discussion and to sharpen their focus in determining the final list of attributes, the proposition was put to these interviewees in the following form:

“In reviewing possible candidates for a possible IPO, what are the attributes that you look for given that you wish to achieve the objectives identified above?”

The next stage in the development of the attribute list was to have the attribute list reviewed by several venture capital executives and professional advisors. These interviews were confined to clarification of the attribute wording and an evaluation of whether additional items should be added. These interviews were conducted over several months in the middle of 2003.

The final list comprised 45 attributes grouped into four categories; Alignment Activities (3 items), Due Diligence/Governance Activities (19 items), Enduring Market Requirements (19 Items) and Enduring Market Requirements (start up / technology companies) (4 items)


The Mail Survey

The next stage of the project involved a postal survey to executives experienced in IPO activity. A database of names and addresses of executives resident in Australia and New Zealand was provided to the author by the private equity advisory department of a large international accounting firm. The initial survey was sent out in early September 2004 to 504 named executives. The breakdown of the target audience was as follows:

380:
Corporate Finance professionals employed by Private Equity Houses
72:
Managing Directors / Directors of companies that have recently listed on the ASX (last 12 months)
46:
Other Fund Managers and Corporate Finance professionals
6:
Private Equity Advisors of the accounting firm

A small number were also sent to investment banks but for privacy reasons they were not willing to identify the executives that they were distributed to.

The survey requested respondents to rank each attribute on a 4 point scale using the following headings:

0 Not Important
1 Marginally Important
2 Important
3 Very Important

Additional spaces were provided for respondents to identify additional attributes or to add any comments.

Of the original mailing, 31 were returned unopened where the firm had moved, the executive had left or the address was incorrect. Completed survey forms were returned from 50 executives and a further 2 declined to complete the survey as they either had no experience or their experience was solely in exploration or research ventures which were explicitly excluded. An additional mailing was sent out in late November 2004 to the same destinations, excluding those that had completed the survey and those with incorrect addresses. This second survey yielded a further 43 completed surveys with 10 returned unopened. The response rate overall was thus approximately 18%.


SURVEY RESULTS

Each respondent was asked to indicate the number of years they had been active in the IPO activity and how many IPOs they had actively worked on. While the list had been complied specifically for the private equity market by the accounting firm, it was expected that executives that had been more active and with more years of experience would be a more informed source and that their responses would be more consistent as a group than those with less experience. In a small number of cases, respondents did not provide data for one or both of these two questions. Their responses were excluded from subsequent analysis using these questions.

The completed survey forms were characterized by the following occupation and IPO activity attributes.

Occupation

Surveys returned

Up to 3 years IPO Experience

Over 3 years IPO experience

Active in up to 3 IPOs

Active in over 3 IPOs

Advisor/Consultant

6

3

3

2

3

Corporate Executive

17

10

6

13

3

Investment Banker

13

2

11

5

8

Stock Broker

1

0

1

0

1

Venture Capitalist

54

18

31

31

20

Not provided

2

0

1

1

0

Total

93

33

53

52

35

The respondents were split into two reasonably sized groups within each activity indicator in order to test differences resulting from activity levels. Thus one set of analysis was undertaken with “years of IPO experience” as the underlying variable. This resulted in one group with “up to 3 years IPO experience” and one with “over 3 years”. A similar split was done with “level of IPO activity” with one group “active in up to 3 IPOs” and the balance in a group “active in more than 3 IPOs”. However no statistically significant differences in the weighting of attributes were able to be detected using these groupings.

It was expected that a reasonably high degree of support would be found for all items given the extensive interviews and clarification that was undertaken in developing the list. Due to the limited number of surveys returned it was decided to undertake the analysis by polarizing the responses into two groups: “Not Important and Marginally Important” as one group and “Important and Very Important” as the second group. A good proportion had reasonably high scores on level of “importance”. Twenty six items achieved “Important” scores of 75% or higher across all respondents. These are set out in Appendix One. In the following lists and in the appendices the item is identified by a code followed by a number which represents the percentage of respondents that scored the item in that category of importance.

However 9 attributes scored 40% or less on importance indicating that a large portion of the respondents did not believe that they contributed much to a successful IPO or to after market performance. This was something of a surprise given the source of the original list. These items are set out in Appendix Two. The remaining 10 attributes were ranked neither important nor unimportant consistently across respondents.

A small number of items were ranked Very Important across a large number of respondents. Items ranked as “Very Important” across all Occupation categories were as follows:

A3 98 Key shareholders agree to a public listing funding strategy
D14 98 CEO/CFO can articulate the business concept in non-technical terms
D9 98 Management team has significant relevant industry experience
D1 95 Financial reporting provides monthly monitoring of the business
A1 94 Directors agree to a public listing funding strategy
M11 92 The product/market offering has sustainable competitive advantages
D15 90 Management has the capacity to prepare and launch a public listing
M5 88 Business model predicts continued profitability

Four items relate directly to the IPO process itself while the remaining four describe elements of a successful business model.

At the other end of the scale those items which were ranked ‘Not Important’ across all respondents were:

M12

68

Products have endorsement of name brand global corporations

M10

64

Industry sector has appeal to international investors

M1

61

Revenue is at a minimum of $20 million

M18

46

The firm has representation in foreign markets where funding is sought

Three of these relate to a possible international dimension to the business. Clearly this is not seen to be of any great importance. The level of revenue however is an interesting result although perhaps attention is better directed at the possible capitalization (item M4).

One result which can be highlighted is that 16 of the top 26 Important items (Appendix 1) relate to the IPO process itself. There is considerable support for having the right parties involved in the process. This includes all the professional advisors such as accountants, lawyers, stock broker, underwriter and public listing advisor (items D5, D6, D2, D3, D4). It would seem that having knowledgeable and reputable advisors with relevant industry experience is a key part of the IPO strategy.

Of similar importance is an understanding the IPO process itself, being able to understand the needs of retail and institutional investors and being able to clearly articulate the business case (items D14, M16, D17, D15, M7, A2, M8). This is also emphasized in the importance of industry and public company experience of the management team and the Board of Directors (items D9, D10, D12, D13). Preparation for the IPO process is the other main set of attributes which are seen as important (items D15, D18, D19, D16).

Of the top 26 items, those attributes that relate to the underlying business model are very few (items D1, M11, M5, M21,). This tends to suggest that, while many firms may be able to demonstrate earning growth, an understanding of the IPO process itself is critical if the business is to launch an effective IPO strategy.

It was anticipated that there would be some difference in opinion based on occupation. Corporate executives, for example, that have been actively involved in an IPO experience might think differently from advisors, venture capitalists or investment bankers about what was important to the success of their IPO process. Although there was limited data to undertake this analysis, no appreciable differences were able to be detected between different classifications of occupations although perhaps the small size of the survey was insufficient to bring those out.

The additional comments provided by the respondents only provided one clear attribute that was missing from the survey. Multiple respondents included comments about the “quality of the management team”; however the comments provided did not provide an adequate description of what “quality” was defined as.


PRIOR LITERATURE SUPPORT

 The criteria suggested by Golis (2002, P. 47) and Gladstone ( 2002, p. 312) are not well supported. There does not seem to be any strong support in the results of any specific level of revenue, profit or growth. Golis did however link IPO success to institutional support which was confirmed by the survey results.

There was not a lot of support for pre-IPO profit in the survey results although Yi found a relationship between pre-IPO profits and after market performance (Yi, 2001). The importance of the underwriter was put forward by Johnson (1988) and Chemmanur (1994). The survey results certainly supported the importance of the choice of underwriter alongside other professional advisors. The selection of investment bank is also supported by the work of Jain and Kini (1999a)(1999b) and Cater and Manaster (1990). The results also support the selection of the accounting/auditing firm as found by Titman and Trueman, (1986). Choice of underwriter was confirmed through the survey results. This confirms the work of Carter (1990)(1992). No mention was made of the importance of a HRM executive in the management team as being important to the preparation of the firm for the IPO success. While this does not negate the contribution of Welbourne, it also does not support their finding (1999).


CONCLUDING REMARKS

There is little in the prior literature to help a firm decide if it is a good candidate for an IPO, although it is difficult even from these survey results to pin down the size and scope of the business pre-IPO that would be a useful indicator. The best information that comes out of this survey is the potential of the business to achieve $100 million capitalization within 10 years (item M4), although perhaps that is predicated on having a robust business model with the right management team and a strong competitive advantage.

There is an overriding emphasis in the survey results on understanding the IPO process and having the right preparation internally and externally for the activity. This includes the right people in the management team and on the Board of Directors as well as the right selection of industry knowledgeable and respected advisors.

The aim of this research project was to try to provide some direction to firms in the pre-IPO period as to how they should best structure and prepare themselves for an IPO. To that extent it has certainly uncovered some useful information. However the number of completed surveys is inadequate to draw strong conclusions but it does open up a range of possible future research directions. There needs to be more investigation of the relationship between successful IPOs and the firm characteristics in the period leading up to the IPO event. Unless it is to be accepted that the IPO itself is a matter of chance, firms need to understand how they can better prepare themselves from a management and structural aspect to provide them with a better platform to launch a public funding strategy. It would also be useful to research the difference between firms that continue with an IPO compared to those that withdraw and the reasons for withdrawal. Are firms that withdraw less prepared for an IPO? If so, in what way were they less prepared? What attributes do firms display that successfully launch during weak IPO periods compared to those that withdraw?

There is some concern that the IPO process has been dominated by buyback and turnaround activity from the private equity sector. This provides little comfort for the new venture entrepreneur or the early stage venture capital fund or angel that would like to prepare a firm for an IPO. Further research needs to be undertaken on start-up ventures that made it successfully to an IPO to ascertain what attributes they displayed prior to their IPO activity. Is it possible to find common characteristics among these firms that would better help entrepreneurs structure their businesses for an IPO?

If a more robust list of desirable attributes can be developed, this will help venture capital firms and investment banks develop better strategies for IPO activities. At the same time those candidates that clearly are not able to achieve the level desired would be encouraged not to waste their time and money on an IPO process.

 

APPENDICES

Appendix One:

Items that scored 75% or above on “Important” and “Very Important”

A3

98

Key shareholders agree to a public listing funding strategy

D9

98

Management team has significant relevant industry experience

D14

98

CEO/CFO can articulate the business concept in non-technical terms

D1

95

Financial reporting provides monthly monitoring of the business

M16

95

Sufficient free float of shares is available to create liquidity in the market

A1

94

Directors agree to a public listing funding strategy

D10

94

Board of Directors has public company experience

D12

94

Board of Directors has industry knowledgeable members

M11

92

The product/market offering has sustainable competitive advantages

D17

91

Management understand institutional and public investor requirements

D5

90

Industry knowledgeable stock broker appointed

D15

90

Management has the capacity to prepare and launch a public listing

D18

90

Internal due diligence is undertaken as part of a public listing strategy

M7

89

industry sector has appeal to institutional investors

D6

88

Industry knowledgeable underwriter/book builder appointed

M5

88

Business model predicts continued profitability

D19

87

Internal controls/governance activities are reviewed as part of a public listing strategy

A2

86

Senior managers agree to a public listing funding strategy

D2

86

Industry knowledgeable and respected accountants are appointed

D16

85

The firm can afford the costs of a terminated/delayed listing

M8

84

Industry sector has appeal to retail investors

M21

83

Revenue growth and risk minimisation is anticipated through continued product releases and geographic expansion

D3

81

Industry knowledgeable and respected accountants are appointed

D4

81

Industry knowledgeable public listing advisor appointed

D13

81

Board of Directors has reputable public company experience

M4

75

Expected market capitalisation will exceed $100 million in 10 years


Appendix Two:

Items that scored 40% or above on ‘”not important” and “marginally important”

M12

68

Products have endorsement on name brand global corporations

M23

66

Technology status is supported by creditable international authorities (if applicable)

M10

64

Industry sector has appeal to international investors

M14

59

Post IPO no shareholder holds more than 30% ownership

M9

50

The firm has national appeal

M7

47

Revenue resilience is shown through multiple diversified product offerings

M18

46

The firm has representation in foreign markets where funding is sought

M15

41

Post IPO external shareholders hold more than 40% ownership

D8

40

Senior financial management has IPO listing experience


Appendix Three:

Items that were somewhat evenly balanced. Score shown below is for “Important” and “Very Important”

M20

72

Revenue growth and risk minimization is anticipated through continued product releases or geographic expansion

M22

72

Technology status is supported by creditable international authorities (if applicable)

D7

70

Senior management has public company experience

M13

68

Funds raised will be used for revenue growth

M17

67

The firm has strategic alliances and acquisition strategy to build growth and resilience

M19

66

The firm has been profitable for at least a year

M2

65

Expected revenue within 10 years exceeds $100 million

M3

62

Market capitalization is at least $50 million on listing

M1

61

Revenue is at a minimum of $20 million

D11

60

Board of Directors has a majority of independent Directors

 

REFERENCES

Aaronson, Colin (2003) “Necessary And Sufficient Conditions For Flotation” in Jonathan Reuvid, (ed) Going Public London: Kogan Page

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