Initial Public Offerings (IPO)

The attorneys at Scarinci Hollenbeck, LLC have facilitated dozens of public offerings including initial public offerings (IPOs). Public offerings provide an opportunity to raise capital to support a company in the process of going public. One of the advantages of being a public company is that shares can be used as a form of currency. For example, the company is able acquire other companies or expand its operations.

It is important to organize a strong team to complete any public offering. Typically, your securities lawyer will oversee a team that includes your certified public accountant and an investment banking firm that will act as the company’s underwriter to sell the shares to the investing public at the best price.

The basic registration form to be filed with the SEC to accomplish a public offering is the S-1 form, and you must seek legal counsel experienced in filing these documents.

Steps to developing an IPO:

  1. Perform due diligence on the company, including its management, operating history, financial condition, business operations, pending litigation, intellectual property, and, importantly, the risk factors of investing in the securities.
  2. In addition to registering your shares with the SEC, the company must also comply with the securities laws in all 50 states where the shares may be offered or sold.
  3. The company will then typically enter into an underwriting agreement with an investment banking firm.
  4. The underwriter will have to ensure that the sales methods of the syndicate comply with all SEC regulations and the regulations of FINRA.
  5. Upon filing the preliminary registration statement with the SEC, the company will be assigned to a team of SEC lawyers for review which will then result in an SEC Comment Letter.
  6. The SEC staff will review the registration statement and prospectus and the company’s securities lawyers will begin processing the exchange listing application with whatever exchange the company qualifies for listing its shares.

Each transaction is unique, and these steps will provide you with the framework of what is in store for your company if you decide to go public. We at Scarinci Hollenbeck, LLC have the experience and expertise to get your offering done effectively and efficiently. We look forward to speaking with you to see how we can assist you during this process.