It is critical that companies considering IPO engage in thorough preparation and seek professional advice before undertaking this complex, long-term and intensive process. Our Corporate Finance Specialists can provide support and advice throughout the complex IPO process and Australian Securities Exchange (ASX) listing process and the related capital raising activities.
IPO
- Determining the capital structure of the company
- Preparing prospectus
- Raising equity to fund growth
- Diversifying/increasing the company’s equity base
- Creating a liquidity event for existing equity holders
- Raising equity to reduce debt exposure
- Preparing an Investigating Accountants Report (IAR) for inclusion in prospect us
- Prepare Review of Financial Forecasts
- Negotiate with underwriters and stockbrokers
- Participate in the Due Diligence Committee
- Deal with ASX and ASIC
- Deal with Solicitors and other advisors involved in the transaction
- Assist with Investor presentations
Backdoor Listing
In terms of a back-door listing, a private entity will need a “shell” company to acquire and utilise its listed status. Back-door listings are seen as a faster, cheaper and simpler way in some circumstances to list on the ASX and are more often used in small transactions.
- Helping select the right shell - some shells offer more value to proponents than others
- Making sure the shell can offer relief from shareholder spread requirements
- Giving value to legacy shareholders in the shell is an important issue of back-door listings that does not apply to traditional IPOs
- Identifying and mitigating the downside risks, consider whether they can be managed and balanced against upside opportunities
Mergers & Acquisitions
CPTB understands that well planned and executed acquisitions can be an efficient way to obtain immediate growth and expand the value of your company. To achieve a successful M&A, we will assist our client to understand the strategy, ensure the transaction is suitable for the company, undertake careful due diligence, assess the valuation, plan the integration.
- Reviewing and evaluating strategic drivers for the acquisition
- Identifying and approaching potential targets
- Negotiation with the targets
- Undertaking due diligence and valuation
- Evaluating share purchase vs asset acquisition
- Undertaking risk assessment
- Assisting in negotiation process
- Arranging financiers and lawyers
- Planning the integration process
Due Diligence
An extensive Due Diligence process is necessary in ensuring that an acquisition provides the benefits that meet the expectation of the acquiring entity. If the Due Diligence is not sufficient, the transaction may end up not having provided the level of benefit to the company that justified the price they paid for the acquisition.
- Preparing a scoping document which identifies the key risks in the transaction
- Identifying the key drivers and significant trends of the target business
- Reporting on the significant risks and key areas of concern
- Reviewing compliance with relevant financial reporting requirements
- Identifying key personnel within the target
- Preparing regular reporting of findings throughout the process
- Preparing reports tailored to your requirements
- Providing advice as to whether the transaction meets accepted valuation criteria
Financial Modelling
Important business decisions usually rely on financial models. However, financial models may contain errors and may have flaws, which can result in misleading results. Over time most financial models evolve without well-structured design or integrity checks and often without documentation. Making minor changes can often take a long time and have unexpected consequences.
- Liaising with clients to investigate the uncertainties of key business and market drivers, and underlying assumptions.
- Helping organisations reach their decisions regarding strategy, restructuring, financing (debt and equity), grant applications, capital expenditure, mergers and acquisitions.
- Building a wide range of financial models from simple forecast models for smaller businesses to complex long term forecast models incorporating a wide range of inputs and assumptions for multiple businesses and markets
Private Equity
Private equity funding is one source of funding which can assist you to enhance the position of your business through organic growth, acquisition or industry consolidation. Private Equity funding can also be used to finance Management to Buy Out existing shareholders in the company and provide Management with working capital for growth.
- Providing shareholders with a clear understanding of the manner in which Private Equity invests in companies and the strategies they adopt
- Approaching private equity funders to finance business growth and/or acquisition and market consolidation
- Negotiating with banks and private equity funders with respect to debt and equity funding of transactions,
- Assisting with the debt and equity structuring on behalf of clients and management
- Assisting with the preparation of funding agreements
- Assisting with preparation of shareholder agreements
Company Valuation
Valuation is an art other than a science. A successful valuation comes from understanding of the intrinsic value of business. The CPTB combines our professional experience, industry knowledge, sound judgement, extraordinary financial analysis, an in-depth understanding of risks and appropriate to serve valuation.
- Providing professional advice to boards, shareholders and managements on transactions, takeovers or unsolicited takeover offers
- Valuation of equity issued to new shareholders or partners
- Private equity and unlisted investments valuation for financial reporting and pricing
- Undertaking valuations for tax purposes, including tax consolidation
- Providing valuations to assist in resolving commercial disputes
- Presenting valuation reports that are clear and credible, and that transparently set out the reasons for our conclusions to meet specific client needs
