Capital Markets Advisory

IPO consulting - procedure for going public

Financing via the stock exchange has always been considered the top class of corporate financing, as it offers the greatest potential. However, due to regulatory and commercial hurdles, the regulated capital market also poses the greatest challenges for companies to obtain new capital.

This applies in particular to the classic initial public offering (IPO), which, whether in Frankfurt, London or New York, involves a great deal of complexity.

To meet these complex requirements, all system and process-relevant prerequisites must first be fulfilled and then, during the actual IPO preparation, all internal and external parties must be managed in a structured and efficient manner. In this context, it is of particular importance that all persons involved pull together.

Our role as IPO advisors is flexible, but in principle oriented in such way that our IPO-experienced advisors - we have been responsible for IPOs as supervisory board members, CEO and CFO - competently advise and relieve you from the very beginning in all decisions regarding your IPO as well as in all phases of the process. This starts with the decision for (or against) an IPO, followed by setting up the internal structures, systems and processes required for the capital market. In parallel, the selection of the "best" stock exchange and structuring of the syndicate of investment banks and lawyers involved is carried out. We also take over the efficient management of the core IPO process (due diligence process, preparation and approval of the stock exchange prospectus, IR support, pricing, etc.) until the first day of trading.

SPAC advisory - "Turbo IPO" via a listed "cash shell"

Since 2020, SPAC IPOs have dominated the American IPO landscape and there is no end in sight to the boom. As is so often the case, this American development is also reaching Europe with some delay, where the first SPAC IPOs took place in Q1 2021.

SPACS, i.e. cash-filled shell companies, offer capital market-savvy companies a very interesting alternative access to the stock exchange. Instead of taking the lengthy route via a traditional IPO, they can be bought by a SPAC and take over its stock exchange listing. As a rule, this process is faster, less expensive and less risky than the conventional IPO. We know this from our own hands-on experience, one of our M&A advisors founded the second SPAC listed in Germany and led it to its "de-SPAC-ing".

Our role as your SPAC advisor is flexible, but principally oriented in such way that our SPAC-experienced advisors competently advise and relieve you from the very beginning in all decisions regarding your IPO via a SPAC as well as in all phases of the process. This starts with setting up capital market-compatible internal structures, systems and processes, followed by identifying your optimal SPAC partner. We not only take over the efficient management of the first project phase up to the "Business Combination Agreement" with a SPAC (marketing strategy, SPAC approach, due diligence, negotiation of BCA) but also support you and your team in the second, joint project phase with the SPAC to obtain the shareholders' approval for "de-SPAC-ing" (preparation of all necessary documents for the SEC/BaFin, Analyst Day, Roadshow etc.). Of course, we also recommend SPAC-experienced lawyers as well as auditors and tax consultants from our network upon request.

We always keep an eye on the big picture for you and consistently represent your interests vis-à-vis all parties involved, such as investment banks, auditors, tax advisors and lawyers. We also continuously monitor the individual process steps and can thus lead you most effectively to the desired result - your cost-effective, fast and low-risk listing via a SPAC.

If you are interested and have any questions, please do not hesitate to contact us.

 Dr. Heiko Frank Partner
 Sven-Roger von Schilling Partner