Going Public
For companies in any industry, going public is often the cornerstone of a smart growth strategy, yet the prospect can be daunting. Active planning should start at least a year to 18 months prior to the kickoff of an IPO. Understanding that complex process, as well as the long-range preparations that should precede it, will put you in the driver’s seat and help you reach your goal.
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Paving Your Pathway to the Public Markets
IPO Timetable
This table, based on an 18-week IPO process, provides a quick overview of typical events and the parties responsible for making them happen.
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ipo timetable
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From kickoff meeting to initial confidential submission of S-1 filing, generally 6-8 weeks.
Can be longer; depends on state of readiness at time of kickoff.
From kickoff meeting to pricing, approximately 4 months.
From kickoff meeting to initial confidential submission of S-1 filing, generally 6-8 weeks.
Substance of comments can depend on the examiner, although consistency is a goal of the SEC.
After S-1 filing, SEC has 30 calendar days to provide comments.
Iterative process from there – respond to comments; receive and respond to follow-up comments. Expect 2-4 rounds.
Timing for road show will depend on market conditions, timing for staleness of financials, other factors.
Bookrunner(s)
AUDITORS
company
company counsel
underwriter counsel
all
underwriter
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Distribute draft of S-1 to the working group and Board of Directors for final comments
Conduct "teach-in" meeting with research analysts
Complete financial/auditor due diligence
Comfort Letter
Selling Shareholder documents, if any
Registration Rights Notice
Power of Attorney and Directors' Consents
Underwriting Agreement
Resolution for Directors' meeting, including establishment of Pricing Committee
Directors' and Officers' and Significant Shareholders' Questionnaire
Distribute drafts of the following documents:
Continue drafting S-1
Reach out to research analysts to set up "teach-in" meetings
Ongoing business, financial, accounting and legal due diligence
Continue drafting S-1
Begin drafting S-1
Commence business/financial/legal due diligence
Introduction
Proposed offering, structure, timetable, allocation of responsibility, due diligence
Organizational meeting
DESCRIPTION
RESPONSIBLE PARTY
TIMELINE
week 1
week 2
week 3
week 4
weeks 5-8
week 9
weeks 10-11
weeks 12-13
weeks 13-14
weeks 14-15
weeks 15-16
weeks 16-17
weeks 17-18
Roadshow materials preparation
Recieve initial SEC comments
File Amendment #1 to S-1 or confidentially submit revised draft S-1
Respond to initial SEC comments
Potential "Test the Waters" communications
File Amendment #2 to S-1 or confidentially submit revised draft S-1
Recieve and respond to 2nd round of SEC comments
File Amendment #2 to S-1 or confidentially submit revised draft S-1
Recieve and respond to 3rd round of SEC comments
Go/No-Go Valuation Discussion
Finalize Roadshow materials
Start the roadshow
File Amendment #3 to S-1 with price range
Print and distribute primary prospectus
Research "teach-ins" to underwriter's salesforce
Management presentation to underwriters' salseforce
Prepare press release
Finalize exchange listing
Start the roadshow
Print and distribute Final Prospectus
Execute Underwriting Agreement
Deliver Comfort Letter
Issue press release
Pricing
Bring down due diligence
SEC declares Registration Statement effective
Closing
Pre-closing and due diligence breakdown
We invite you to as you plan and execute the steps in the IPO process. It provides critical information to help you move forward efficiently — without the surprises and errors that can lead to delay, increase costs and liability, and put your IPO at risk.
months
6-8
From kickoff meeting
to initial confidential submission of S-1 filing, generally 6-8 weeks
weeks
4
From kickoff meeting to pricing, approximately
4 months
months
30
After S-1 filing, SEC has 30 calendar days to provide comments
days
12-18
Ideally, start preparing
12-18 months before filing
quick facts
use this guide as your roadmap
That depends...
week 1
week 2
week 3
week 4
weeks 5-8
week 9
weeks 10-11
weeks 12-13
weeks 13-14
weeks 14-15
weeks 15-16
weeks 16-17
weeks 17-18
File for exchange listing
File S-1, or confidentially submit draft S-1, to the SEC
Finalize major terms of Underwriting Agreement
Finalize draft of Comfort Letter
Receive Draft Opinions of Counsels, D&O and Significant Shareholders' Questionnaires, Registration Rights Notice, Selling Shareholder documents, Directors' Consents and Powers of Attorney
Complete due diligence
Complete S-1 drafting
(in weeks)
AUDITORS
Bookrunner(s)
company
company counsel
underwriter
underwriter counsel
all
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meet our team
Because our IPO team has traveled this road many times, we know the terrain and its challenges. Our lawyers and professionals have been taking companies public for more than 30 years.
But more important than any statistic or track record is our commitment to partnering with you and your company throughout your IPO journey and beyond. Our legal team will be there with you every step of the way, delivering knowledge and support to help you clear hurdles with confidence. We know the law, your industry, and the IPO process. We’d welcome an opportunity to get to know you and your business, and look forward to working with you to advance your business strategy successfully.
If you have any questions, please reach out to an attorney in our
Securities & Capital Markets practice group.
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Information herein may be considered attorney advertising. Prior results do not guarantee a similar outcome.
© 2022 Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.
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your roadmap
View our practice
meet our team
Securities & Capital Markets
practice group.
Because our IPO team has traveled this road many times, we know the terrain and its challenges. Our lawyers and professionals have been taking companies public for more than 30 years.
But more important than any statistic or track record is our commitment to partnering with you and your company throughout your IPO journey and beyond. Our legal team will be there with you every step of the way, delivering knowledge and support to help you clear hurdles with confidence. We know the law, your industry, and the IPO process. We’d welcome an opportunity to get to know you and your business, and look forward to working with you to advance your business strategy successfully.
If you have any questions, please reach out to an attorney in our
Meet Mintz
Scroll to top
Boston | London | Los Angeles | New York | San Diego | San Francisco | Washington
Information herein may be considered attorney advertising. Prior results do not guarantee a similar outcome.
© 2022 Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.
mintz.com
View description of events by week:
weeks 17-18
weeks 16-17
weeks 15-16
weeks 14-15
weeks 13-14
weeks 12-13
weeks 10-11
week 9
weeks 5-8
File for exchange listing
File S-1, or confidentially submit draft S-1, to the SEC
Finalize major terms of Underwriting Agreement
Finalize draft of Comfort Letter
Receive Draft Opinions of Counsels, D&O and Significant Shareholders' Questionnaires, Registration Rights Notice, Selling Shareholder documents, Directors' Consents and Powers of Attorney
Complete due diligence
Complete S-1 drafting
week 4
week 3
week 2
week 1
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