Prospectus financial information checklist

For the CFO and the finance workstream. Agree the scope with auditors and counsel first, then work down the list.

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Scope and planning 0 / 4

Usually owned by: CFO, auditors, issuer counsel

Financial information matrix agreed: periods, standards, audit or review level, age limits
Defines the finance critical path.
Reporting calendar mapped against the IPO timetable and cut-off dates
Missing a cut-off can push the IPO into the next window.
Auditor engagement covers audits, reviews, comfort letters and special reports
Avoids late scope gaps.
Finance owner named for each prospectus financial section
Clear accountability for drafting and verification.

Usually owned by: Finance, auditors

Audited consolidated statements for all required periods, under the required framework
Core prospectus content.
Comparative periods restated or converted where needed, and audited
Consistency across periods.
Audit reports unqualified and dated in line with the timetable
Qualifications raise disclosure and marketing issues.
Interim financial information prepared and reviewed for the latest period required
Age limits often require recent interim figures.
Subsequent events reviewed up to approval
Material changes must be reflected.

Usually owned by: Finance, auditors

Need for pro forma information assessed for material transactions
Required where the group changed significantly.
Pro forma basis of preparation and adjustments documented
Adjustments must be factually supportable.
Accountant's report on pro forma information obtained if required
Required in some regimes.
Decision taken whether to include a profit forecast or estimate
Forecasts bring additional requirements and liability.

Usually owned by: Finance

Key factors affecting results explained with quantification
Investors need to understand drivers, not just numbers.
Period-on-period comparison of results, segments and cash flows
Core of the operating review.
Liquidity, capital resources and capex commitments described
Required disclosure and investor focus.
Critical accounting policies and estimates described
Explains judgement areas.
Trend information and known uncertainties disclosed
Required forward-looking context.

Usually owned by: Finance, IR

List of KPIs and APMs used in the prospectus finalised
Consistency across all documents.
Definition, calculation and source system documented for each
Reproducibility after listing.
Reconciliation to the nearest audited figure prepared
Required for APMs in regulated information.
KPIs consistent with research presentation and roadshow deck
Inconsistency creates liability and credibility risk.

Usually owned by: Treasury, finance

Capitalisation and indebtedness statement prepared as of the required date
Mandatory prospectus section.
Working capital model covering at least twelve months with sensitivities
Supports the working capital statement.
Covenant compliance and headroom tested under downside scenarios
Banks and auditors test resilience.
Board approval of the working capital statement documented
Management is responsible for the statement.

Usually owned by: Finance, auditors, underwriters' counsel

Circle-up team and evidence binder set up
Every number must be traced to a source.
All financial figures in the prospectus ticked and referenced
Basis for the comfort letter.
Draft comfort letter reviewed with banks' counsel
Avoids last-minute scope disputes.
Bring-down procedures scheduled for pricing and closing
Confirms no material change until settlement.