In this practical guide, Philippe Espinasse, a former equity capital markets banker and author of IPO: A Global Guide, looks at what goes on behind the scenes when investment banks pitch for IPOs to companies and their shareholders. In clear and simple language, he offers advice and suggestions for the interview, selection and appointment of lead banks across any jurisdiction, as well as for the execution of a flotation. Using a wide range of examples and case studies from around the world, he explains negotiation techniques through which listing candidates can save considerable time, effort and costs, and also limit their potential liabilities in their dealings with financial institutions. A variety of sample documents, checklists, an extensive glossary and an index are also included.
PART I: ASSESSING CANDIDATE BANKS 1. The Paradigm Shift: The Negotiating Advantage 2. Using an Independent Adviser or Consultant 3. How an Adviser / Consultant Can Best Add Value 4. The Beauty Parade 5. The Invitation Email 6. The Confidentiality Agreement 7. Length of the Request for Proposal (RFP) and Weightings PART II: THE RFP 1. Market Conditions 2. Market Positioning 3. Valuation 4. Execution Considerations and Team 5. Marketing Considerations 6. Fees and Expenses 7. Credentials and Other Considerations 8. Checklists 9. Information on the Issuer PART III: INTERVIEWING INVESTMENT BANKS 1. Interviewing Research Analysts 2. Drawing up a Shortlist 3. Obtaining Financing 4. Format of Oral Presentations 5. Dealing with Further Marketing Efforts PART IV: FORMALLY APPOINTING LEAD BANKS 1. How Many Lead Banks? 2. Selecting Investment Banks 3. Communicating Declines 4. Managing Leaks 5. The Engagement Letter(s) 6. Customary Principles for Placement Agreements 7. The Kick-Off Meeting 8. After the Kick-Off Meeting Conclusion
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