What is the IPO Process?

• The process begins well before the actual "Going Public" event. This phase is referred to as "pre-filing" activities.
• First, there needs to be a round of education for the board and management team to fully understand the pros and cons to an IPO. While an IPO is a strong means to strengthen a company's capital structure, it also has governance consequences as well as increased regulatory costs. Decision makers need to be well advised of all significant consequences.
• Once interest is confirmed by the board and executive management, a strong market friendly story must be crafted. The story needs to makes sense both to early private investors and the wide sea of potential public investors. We refer to this as the "value proposition to the marketplace."
• Initial planning and preparation is the next step concluding with a "readiness assessment." This step can have several iterations depending on the current state of the private company. It involves identifying needs and building out a complete team of both internal and external resources to be successful. Many aspects of the company need to be assessed, such as the make-up and independence of board directors and identifying information necessary for the initial filing with the SEC.
• The private company needs to design and test disclosure controls and internal controls over financial reporting (ICFR) as defined by the SEC. It is important for these controls to be operating effectively to help ensure that all applicable rules and regulations of the SEC are followed.
• The second phase is execution of the registration process with the SEC concluding with a declaration that a registration process is effective by SEC staff. This is oftentimes a relatively short, but yet intense time period to prepare the initial registration statement, respond to SEC comments, and resolve all concerns of the SEC allowing them to declare the registration effective. An important part of this registration statement is the "prospectus" that will be used by the company to solicit investors.
• The third and final general phase addresses post- filing activities, such as drafting and filing early periodic reports (i.e., Form 10-Qs and 10- Ks), fine- tuning disclosure controls and ICFR, and building internal resources to carry "being public" duties for the long-haul.

  How can Kral Ussery help my business through the IPO process?

We can offer services throughout the entire process as our team has a well-balanced mix of governance experts, IT specialists, and SEC compliance advisors.