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Newsroom > Successful IPOs act like public companies at least one year before listing - Ernst & Young - Belgium

Successful IPOs act like public companies at least one year before listing

Outperforming companies prepare early - even in challenging market conditions

Brussels, 1 December 2008 The current financial climate has impacted the IPO market but it is a good time to plan for a public listing according to Ernst & Young’s Measures that matter 2008 survey, which identifies key performance measures for a successful IPO. The survey reveals that outperforming companies usually begin to act like public companies at least a year before going public and they understand that it is a transformational process from a private to public enterprise. Moreover, they treat the IPO as a milestone in their growth journey to market leadership.
Marc Guns, Partner Transaction Advisory Services at Ernst & Young Belgium comments: “While waiting for markets to settle, executives can start to fully prepare their company and position themselves to be first to take advantage once market conditions improve. Market outperformers start implementing critical changes – such as strategic planning, building the right team, implementing controls and systems – a full 12 to 24 months ahead of listing.”

Measures that matter canvassed the views of C-level executives at outperforming companies as well as the external perspective of global institutional investors. The results provide insights into pre- and post-IPO practices associated with an outperforming public company as well as the “measures that matter” to institutional investors.

According to institutional investors, on average 60% of their IPO investment decisions are based on financial performance measures and 40% on non-financial. The three most important financial measures are earnings per share growth (selected by 45% of investors), EBITDA growth (44%), and profitability growth (41%).

Ninety-five percent of investors cite management credibility and experience as a key non-financial metric. Half of investors cite effectiveness of performance-based compensation policies as an investment factor, due to its bearing on a firm’s ability to recruit and retain highly talented senior management. Reflecting this, over half of executives surveyed said building a strong management team is an important factor in building and realizing shareholder value post-IPO. Twenty percent began building the right team more than 20 months before the IPO, while 33% had started 12 to 24 months before listing.

Investors also identified corporate strategy execution (87%), quality of corporate strategy (79%), corporate governance (74%) and brand strength (74%) as key non-financial measures. Two-thirds of companies surveyed had implemented strategic planning, corporate tax planning, internal control systems, financial accounting and reporting issues at least 12 months prior to the IPO. Seventeen percent had started strategic planning more than 20 months prior. Senior executives cited the importance of building financial and accounting systems early, but identified numerous challenges. The three most cumbersome issues were adjusting historical financial statements to comply with local requirements (selected by 40% of respondents); dealing with consolidated subsidiary financial statements (35%); and adjusting historical financial statements to comply with foreign listing requirements (34%).

Executives of outperforming companies cite the change in composition and structure of the company board as one of the most beneficial changes for post-IPO value. However, only a third had prepared board composition more than six months prior to listing. Many executives found recruiting independent board members more difficult than anticipated and suggested more time should have been allocated to this. The three most challenging corporate governance issues are recruiting qualified independent board members (selected by 48% of respondents); enhancing internal controls (47%); and forming a qualified audit committee (31%).

Building an investor relations team is generally one of the later steps in the IPO process. However 24% of executives surveyed had already started to build an investor relations team more than six months prior to the IPO. Two-thirds of institutional investors cited quality of investor relations guidance as a key measure in their portfolio allocations but only half of executives felt well prepared on this front. High performing companies quickly delegate communications responsibilities to their investor relations team, focus on creating a high-quality roadshow (identified as a key non-financial metric by 88% of investors), and keep investors well-informed.

Marc Guns adds: “Executives who have overseen successful IPOs focus on being a public company - not just becoming one. They position themselves as public entities long before the event. Post-IPO, they deliver shareholder value by meeting targets consistently, attracting the right investors, effectively communicating to stakeholders and most importantly by delivering operational excellence. The IPO may be the most important transaction in a company’s history to date, but for an exceptional enterprise it’s often just one more milestone along the road to market leadership.”

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About the survey
142 companies participated in and completed the study. The survey population was made up of publicly traded companies that had successfully launched an IPO between 2001 and mid-2005 on one of the major stock markets in North America, Europe and Asia. Success was defined as an IPO in which the newly listed company’s stock price outperformed its stock exchange or major regional index in the three years following the IPO. Current average market capitalization of the companies surveyed was US$1.85 billion. Ernst & Young also asked a total of 361 institutional investors from around the world how they evaluate new equity offerings.
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