IPO Due Diligence Playbook
When planning an IPO, you want to ensure the sustainability of the business model. This requires a detailed due diligence process. Our due diligence template assures you’re looking in the right places. Book a playbook demo to explore — schedule a call with us and we will reach out to help you get started.
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IPO Due Diligence Template
When a company decides to go public with its shares by Initial Public Offering process, one of the most important things to do is conduct an IPO due diligence and the best advice is to do it before everything else.
When it comes to the IPO process, a firm has already decided to go public by selling a portion of its shares to investment banks as underwriters of the offering. This way a company could eventually come to enlargement of its business to the whole world of opportunities.
This may be a chance of business growth for the firm by going public, and for that same reason, it is crucial to conduct Due Diligence before the Public Offering starts.
Basic IPO Information to Know Before the Due Diligence
The Initial Public Offering creates an opportunity both for the company that is selling its shares, but for the potential investors as well.
This process is often referred to as the new star in the company’s public sector. It is usually realized through investment banks which also need to be overseeing the due diligence and its progress before the decision to purchase the firm’s shares.
By going public, a chance of winning big is also covered with a dose of precaution since this is the first time many companies will uncover confidential data and details for an overview.
Any type of operating faults or unknown business difficulties might result in aborting the entire Initial Public Offering process.
Others Involved in the IPO Process and Due Diligence
Besides bankers, there will be more people and service providers that will be included in the Due Diligence and IPO.
The legal advisor is also having an important role in this entire process and will be enrolled in the Due Diligence and the information in it.
Lawyers will make sure that the whole procedure is done accordingly to the law and will also with the company representatives to make a list of all needed regulatory requirements.
A financial printer will also be working with the IPO team and provide the needed prospects for the start of Due Diligence and IPO.
What Tasks does the
IPO Due Diligence Playbook
Include
Organizational Items
- Request a copy of all the company’s Articles of Incorporation and business associates records
- Request a copy of all the company’s resolutions of directors and leading governing board of the company for an overview
- Ask for a list of firm’s shareholders and committees
- Request an overview of numbers of shares owned by each of the company’s shareholders
- Have the company supply you with the Certificate of good standing from the State Secretary
- Have the company submit a report on how agreements and organizational decisions are made
- Require the company’s annual business reports for the last 3 years minimum
- Request a list of all the states that the company is permitted to do business in
- Request for an overview of a company's business plans and strategic plans for the previous 3 years
- Require the graphic of the company's organizational structure including records of all the board members, directors, and employees
License and Tax Items
- Request a copy of all the company’s operating and business licenses issued by the State Secretary of the countries that the company is doing business with
- Require a report on all the company’s tax agreement data
- Request a list of the company’s Local, State, Federal and Foreign taxing data for the last 3 years
- Request for an overview of all the taxing data for the last 5 fiscal years
- Ask for an overview of the governmental licenses and permits of the company
- A copy of the income tax reports for the last 3 years
- An overview of employment tax filings for the last 3 years
Company employees and board information
- Require copies of employment lists of the company including all employees, managers, and board of directors
- Require information regarding employee status in the firm, positions, and salary for each employee
- Information regarding employee benefits and bonuses at the firm for each position
- Company’s personnel policies regarding employee problem resolving and sick leaves
- Employee health insurance and other insurances
- Resumes of all the leading personnel of the firm
- A copy of all the company’s employee audits for the last 3 years
Financial Items
- Copy of all previous broker or investment banking arrangements
- Copy of the company’s financial records for the last 5 fiscal years
- Request an overview of the company’s financial audits conducted for the last 3 years and its records
- A list of all of the financial accounts for State and Foreign business of the firm
- Copies of financial analysts reports for the last 3 years
- A graphic of the company’s inventory and access approval
- A graphic of contingent liabilities and strategic plans of the firm
- Information regarding accounting methods and amortization methods of the company for the last 3 years
- Information regarding fixed and variable expenses for the last 5 fiscal years
Service and Customer items
- Reports containing information of all the company's products, services, and complaints
- Reports regarding legal approvals of the services or products that the company is offering
- Information regarding the company’s best customers and their benefits for the last 3 years
- Copy of the company’s trading policies
- Overview of the firm’s marketing plans and materials and future marketing plans information
- Copies of all of the customer supply or service agreements for an overview
Property related Items
- A list of all business locations of the firm
- Copies of all the real estate agreements and franchise licenses
- An inventory list of all the company’s claimed property subjects
- A graphic of the company’s official trademark and copyrights established
- A list of all of the firm’s State and Government approved patents
- History of the company's trademark complaints or issues if available
- Copies of the official contracts for the firm’s real estate purchases
FAQ
What Is Due Diligence?
Due diligence is a critical aspect of any deal that begins very early in the process and can continue right up until closing. During due diligence, the potential buyer asks questions and requests documentation from the seller that helps the buyer understand the target company and its business. These requests are usually general to start and become more specific as the buyer develops a greater understanding of the target. Buyers use the information provided by the seller to evaluate the opportunities and risks associated with the potential transaction. It is important for sellers to stay organized throughout the process. Buyers often submit thorough, detailed request lists that require input from numerous members of the seller’s deal team.
What is a due diligence checklist?
As the name implies, a due diligence request list is a list of questions and requests for information and documentation that a buyer submits to a seller in order to learn about the target company, its business and its operations. The initial diligence request list tends to be broad and typically includes an extensive list of questions covering a wide range of subjects. This allows the buyer to gain a broad understanding of the target company and identify key issues that can be investigated and considered more closely. Because every deal is different, due diligence request lists have to be tailored to meet the needs of the buyer and address the unique circumstances of your transaction.
However, there is a variety of fundamental requests that are relevant in most deals. These are the types of requests that our templates are designed to address.
What Questions Does the Master Due Diligence Questionnaire Include?
As the name implies, a due diligence request list is a list of questions and requests for information and documentation that a buyer submits to a seller in order to learn about the target company, its business and its operations. The initial diligence request list tends to be broad and typically includes an extensive list of questions covering a wide range of subjects. This allows the buyer to gain a broad understanding of the target company and identify key issues that can be investigated and considered more closely. Because every deal is different, due diligence request lists have to be tailored to meet the needs of the buyer and address the unique circumstances of your transaction.
However, there is a variety of fundamental requests that are relevant in most deals. These are the types of requests that our templates are designed to address.
Key considerations when using our m&a due diligence template
Our templates are drafted to provide an inclusive and wide-ranging list of initial due diligence requests. However, the templates, as well as the information contained therein, are not legal advice. They are not complete, and they are not specific to your transaction. The templates are designed to elicit general information from the seller that will provide the buyer with a broad overview of the target and it’s business and operations. You should review any template before using it, and it may need to be modified to ensure that it is suitable and relevant to your circumstances. Information provided by the seller will likely trigger additional questions that focus on specific aspects of the target’s business and issues identified during the due diligence process.
Are the requests in the template comprehensive?
No. Our Due Diligence Checklist is drafted to include typical requests that are relevant in most transactions. However, every deal and every target company is unique. Before utilizing any template, it is important that you review it with the help of your legal and other professional advisors to ensure that the requests are complete and tailored to the specific circumstances of your deal.
How to use the template with Dealroom
- Start 14-day Free Trial of DealRoom and sign-up
- Select a Master Due Diligence Template while creating a new room
- Start assigning, adding to, and completing due diligence requests with needed documents by uploading them into the built-in virtual data room. The Requests tab is automatically populated with the requests from the due diligence template.
Can I change requests in this checklist or add new?
Every M&A process is different. Downloaders are urged to make these checklists their own by changing the providing information to better fit their needs.
Does this questionnaire provide all the necessary integration information?
This checklist was created by and for M&A professionals. It includes a comprehensive starting point for the integration process. However, every deal is different and may require additional requirements and tasks.
How to use this template with DealRoom?
- Start 14-day Free Trial of DealRoom and sign-up
- Select an Integration Template while creating a new workspace
- Start planning, assigning, adding to, and completing integration tasks. The Requests tab is automatically populated with the tasks from the integration template.
Key considerations when using our m&a due diligence template
Our templates are drafted to provide an inclusive and wide-ranging list of initial due diligence requests. However, the templates, as well as the information contained therein, are not legal advice. They are not complete, and they are not specific to your transaction. The templates are designed to elicit general information from the seller that will provide the buyer with a broad overview of the target and it’s business and operations. You should review any template before using it, and it may need to be modified to ensure that it is suitable and relevant to your circumstances. Information provided by the seller will likely trigger additional questions that focus on specific aspects of the target’s business and issues identified during the due diligence process.
Are the requests in the template comprehensive?
No. Our Due Diligence Checklist is drafted to include typical requests that are relevant in most transactions. However, every deal and every target company is unique. Before utilizing any template, it is important that you review it with the help of your legal and other professional advisors to ensure that the requests are complete and tailored to the specific circumstances of your deal.
How to use the template with Dealroom
- Start 14-day Free Trial of DealRoom and sign-up
- Select a Master Due Diligence Template while creating a new room
- Start assigning, adding to, and completing due diligence requests with needed documents by uploading them into the built-in virtual data room. The Requests tab is automatically populated with the requests from the due diligence template.
IPO Due Diligence Playbook
When planning an IPO, you want to ensure the sustainability of the business model. This requires a detailed due diligence process. Our due diligence template assures you’re looking in the right places. Book a playbook demo to explore — schedule a call with us and we will reach out to help you get started.
IPO Due Diligence Playbook
When planning an IPO, you want to ensure the sustainability of the business model. This requires a detailed due diligence process. Our due diligence template assures you’re looking in the right places. Book a playbook demo to explore — schedule a call with us and we will reach out to help you get started.
Utilizing a checklist is just step one. In order to have a seamless process, M&A checklists need to be utilized with the proper deal workflow tool.
Request a demo to learn how you can turn a checklist into an automated process and workflow with the DealRoom platform. With DealRoom, you can tackle any type of due diligence.
- Request a copy of all the company’s Articles of Incorporation and business associates records
- Request a copy of all the company’s resolutions of directors and leading governing board of the company for an overview
- Ask for a list of firm’s shareholders and committees
- Request an overview of numbers of shares owned by each of the company’s shareholders
- Have the company supply you with the Certificate of good standing from the State Secretary
- Have the company submit a report on how agreements and organizational decisions are made
- Require the company’s annual business reports for the last 3 years minimum
- Request a list of all the states that the company is permitted to do business in
- Request for an overview of a company's business plans and strategic plans for the previous 3 years
- Require the graphic of the company's organizational structure including records of all the board members, directors, and employees
- Request a copy of all the company’s operating and business licenses issued by the State Secretary of the countries that the company is doing business with
- Require a report on all the company’s tax agreement data
- Request a list of the company’s Local, State, Federal and Foreign taxing data for the last 3 years
- Request for an overview of all the taxing data for the last 5 fiscal years
- Ask for an overview of the governmental licenses and permits of the company
- A copy of the income tax reports for the last 3 years
- An overview of employment tax filings for the last 3 years
- Require copies of employment lists of the company including all employees, managers, and board of directors
- Require information regarding employee status in the firm, positions, and salary for each employee
- Information regarding employee benefits and bonuses at the firm for each position
- Company’s personnel policies regarding employee problem resolving and sick leaves
- Employee health insurance and other insurances
- Resumes of all the leading personnel of the firm
- A copy of all the company’s employee audits for the last 3 years
- Copy of all previous broker or investment banking arrangements
- Copy of the company’s financial records for the last 5 fiscal years
- Request an overview of the company’s financial audits conducted for the last 3 years and its records
- A list of all of the financial accounts for State and Foreign business of the firm
- Copies of financial analysts reports for the last 3 years
- A graphic of the company’s inventory and access approval
- A graphic of contingent liabilities and strategic plans of the firm
- Information regarding accounting methods and amortization methods of the company for the last 3 years
- Information regarding fixed and variable expenses for the last 5 fiscal years
- Reports containing information of all the company's products, services, and complaints
- Reports regarding legal approvals of the services or products that the company is offering
- Information regarding the company’s best customers and their benefits for the last 3 years
- Copy of the company’s trading policies
- Overview of the firm’s marketing plans and materials and future marketing plans information
- Copies of all of the customer supply or service agreements for an overview
- A list of all business locations of the firm
- Copies of all the real estate agreements and franchise licenses
- An inventory list of all the company’s claimed property subjects
- A graphic of the company’s official trademark and copyrights established
- A list of all of the firm’s State and Government approved patents
- History of the company's trademark complaints or issues if available
- Copies of the official contracts for the firm’s real estate purchases
Prepare for your due diligence
DealRoom’s IPO due diligence template is designed to help you have an efficient due diligence process from the beginning. By providing your team with a premade professional diligence checklist, you can get a jump start on fulfilling diligence requests.
And when you use a diligence tracker inside DealRoom, everything will be in one centralized space.
Organizational Items
- Request a copy of all the company’s Articles of Incorporation and business associates records
- Request a copy of all the company’s resolutions of directors and leading governing board of the company for an overview
- Ask for a list of firm’s shareholders and committees
- Request an overview of numbers of shares owned by each of the company’s shareholders
- Have the company supply you with the Certificate of good standing from the State Secretary
- Have the company submit a report on how agreements and organizational decisions are made
- Require the company’s annual business reports for the last 3 years minimum
- Request a list of all the states that the company is permitted to do business in
- Request for an overview of a company's business plans and strategic plans for the previous 3 years
- Require the graphic of the company's organizational structure including records of all the board members, directors, and employees
License and Tax Items
- Request a copy of all the company’s operating and business licenses issued by the State Secretary of the countries that the company is doing business with
- Require a report on all the company’s tax agreement data
- Request a list of the company’s Local, State, Federal and Foreign taxing data for the last 3 years
- Request for an overview of all the taxing data for the last 5 fiscal years
- Ask for an overview of the governmental licenses and permits of the company
- A copy of the income tax reports for the last 3 years
- An overview of employment tax filings for the last 3 years
Company employees and board information
- Require copies of employment lists of the company including all employees, managers, and board of directors
- Require information regarding employee status in the firm, positions, and salary for each employee
- Information regarding employee benefits and bonuses at the firm for each position
- Company’s personnel policies regarding employee problem resolving and sick leaves
- Employee health insurance and other insurances
- Resumes of all the leading personnel of the firm
- A copy of all the company’s employee audits for the last 3 years
Financial Items
- Copy of all previous broker or investment banking arrangements
- Copy of the company’s financial records for the last 5 fiscal years
- Request an overview of the company’s financial audits conducted for the last 3 years and its records
- A list of all of the financial accounts for State and Foreign business of the firm
- Copies of financial analysts reports for the last 3 years
- A graphic of the company’s inventory and access approval
- A graphic of contingent liabilities and strategic plans of the firm
- Information regarding accounting methods and amortization methods of the company for the last 3 years
- Information regarding fixed and variable expenses for the last 5 fiscal years
Service and Customer items
- Reports containing information of all the company's products, services, and complaints
- Reports regarding legal approvals of the services or products that the company is offering
- Information regarding the company’s best customers and their benefits for the last 3 years
- Copy of the company’s trading policies
- Overview of the firm’s marketing plans and materials and future marketing plans information
- Copies of all of the customer supply or service agreements for an overview
Property related Items
- A list of all business locations of the firm
- Copies of all the real estate agreements and franchise licenses
- An inventory list of all the company’s claimed property subjects
- A graphic of the company’s official trademark and copyrights established
- A list of all of the firm’s State and Government approved patents
- History of the company's trademark complaints or issues if available
- Copies of the official contracts for the firm’s real estate purchases
How DealRoom can help you execute due diligence
By using our master due diligence template, alongside DealRoom’s M&A lifecycle management software, you can create a smooth diligence process.
How DealRoom can help you execute integration
By using our integration template, alongside DealRoom's M&A lifecycle management software, you can create a smooth integration process
With this solution you’ll receive:
Professional template
A built-in data room
Project management capabilities
Collaboration tools
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