Overseeing an initial public offering can be enough to make general counsel want to go into seclusion. But floating that company stock doesn’t have to mean seeking the nearest flotation device. Margaret Taylor of The Lawyer recently interviewed several in-house lawyers who revealed their secrets to going public.
Here are some of their top in-house IPO takeaways:
- What, When, How: According to Poundland company secretary and general counsel Jinder Jhuti, who helped prep the discount retailer for an IPO, knowing what to do was one thing, knowing when and how to go about the work was another altogether. “For us it was very much flying by the seat of our pants,” she tells The Lawyer, adding that it was never possible to know what was around the corner, so full preparation on every matter wasn’t always attainable.
- Look Outside: The prospectus, which Taylor explains as a “mammoth document designed to let prospective investors view the business from every angle,” can often be too complicated for an in-house team, and that’s just one of the really complicated parts. Merlin Entertainments group legal director Colin Armstrong says knowing when to go to external counsel is imperative in an IPO process. He started turning to outside counsel at the beginning of the process, when the company was starting to think about listing half a year down the road.
- Keep Quiet: Keeping the IPO confidential is a risk, and one that compounds as more people come inside the process. In Jhuti’s case, the company was forced to initially tell many of its employees, which meant she spent her time “driving home the secrecy message,” says Taylor. To do so, Jhuti very clearly communicated to staff that if any information leaked, there was the possibility the entire deal would fall through.
