IPO go/no-go gates and timetable slippage checklist
Use this checklist before the project starts, to define the four gates the company will pass through and what must be demonstrably true at each one, then re-use it at every gate review and whenever the plan slips. It is written for the CFO and the IPO programme lead who have to say 'proceed' or 'stop' with evidence rather than with optimism.
Building the gate framework 0 / 7
Usually owned by: CFO or dedicated IPO programme director
- A gate is only useful if the pass condition is agreed in advance; otherwise the test is negotiated under deadline pressure and is always passed.
- Ambiguous ownership is the most common reason a gate quietly becomes a status update with no decision attached.
- Decisions get faster when the same pack format appears every time and gaps cannot be hidden in narrative.
- Slippage is usually caused by a dependency between workstreams that no single adviser can see from inside their own plan.
- Everything should be planned backwards from the fixed points; dates that are in fact movable should be labelled as movable so they can be traded away.
- Early warnings are cheap; a rescue two weeks before launch is not, and often comes with fee consequences.
- Predefined consequences prevent a gate from being passed by default because nobody wants to be the one to call a halt, and the record is what makes a relaunch auditable.
Gate 1 - Kick-off: is the company ready to commit resources? 0 / 8
Usually owned by: CEO and board, prepared by the CFO
- Story weaknesses found at this stage lead to better choices; the same weaknesses found during marketing lead to pricing compromises.
- Conversion and restatement are among the longest-lead items in the whole project and are the classic reason a kick-off date moves by a quarter.
- An audit performed under a different standard or by a team that is not independent for public-company purposes may have to be re-performed.
- Structural steps carry tax, minority-consent and filing dependencies that rarely compress, and are often discovered only during drafting.
- Governance fixes need recruitment lead time and cannot be finished during the roadshow.
- An unclear use of proceeds weakens both the internal decision and the answers management will have to give investors.
- Readiness spending is hardest to defend precisely when the timetable slips and the board starts trimming, which then causes a second slip.
- If no credible window exists, the honest gate outcome is to defer and keep preparing rather than to start an expensive clock.
Gate 2 - Filing: is the disclosure and finance package defensible? 0 / 8
Usually owned by: CFO, general counsel and audit engagement partner
- Stale financial information forces an extra reporting period into the document and resets the timetable, regardless of how good the second half of the plan was.
- Signed opinions and consents are binary gating items; there is no drafting around them.
- Thin drafts attract comment rounds that arrive exactly when the calendar has no remaining float.
- Open diligence findings can force disclosure changes after the document is already on file, which is the most expensive kind of change.
- Approvals missed at this gate become emergency meetings, and the days lost are never recovered later in the plan.
- Review windows are hard constraints that the marketing plan must be built around, they differ by venue, and they change over time - always confirm the current rule with counsel.
- Due diligence conclusions are only as good as the record behind them, and version drift surfaces at the worst possible moment.
- Plan mechanics interact with the prospectus, tax and the offer structure, and are frequently designed late because they look like an HR issue.
Gate 3 - Pricing: is the deal sellable at the planned size? 0 / 6
Usually owned by: CFO with the syndicate; pricing decisions by the board or a delegated pricing committee
- Selective disclosure of projections creates legal exposure and can derail the marketing phase it was meant to support.
- Consistent, recorded demand signals are the only defensible basis for a price decision, and they protect management from hindsight.
- Anchoring to an outdated valuation assumption is a leading cause of postponed or repriced deals.
- A covered but fragile book prices at the bottom, or trades badly afterwards, and both outcomes are visible to the issuer.
- These interact directly; changing one late almost always forces a revisit of another, so they should be decided and re-decided together.
- Windows close and reopen quickly, and a written stop rule turns a postponement into a process outcome rather than a personal decision.
Gate 4 - Listing: is the company ready to be listed from day one? 0 / 5
Usually owned by: CFO, company secretary and registrar
- Admission formalities sit outside the issuer's control and cannot be compressed at the last minute.
- Day-one operational failures are visible to every investor, index provider and data vendor simultaneously.
- The listed-company disclosure regime starts on admission, and the first weeks set the market's expectations of the issuer.
- These are pre-agreed mechanics, not reactions to the first price movement.
- The first hours require parallel decisions with no room for discovering who is supposed to call whom.
Common slippage triggers and early-warning signals 0 / 8
Usually owned by: IPO programme director, with each workstream lead reporting evidence
- Audit work sits on the critical path and cannot be parallelised with finalising the document, so its slippage is passed straight through to the timetable.
- These add weeks in themselves and then ripple through every section that quotes a number.
- The review deadline is not the same as the answer, and reiteration is normal - the market window does not extend with it.
- One missed cut-off can require a fresh reporting period and a new audit, which is one of the largest single delays observed in practice.
- A window is a short number of weeks; missing it can translate into a delay measured in quarters.
- These are binary dependencies - they are either in place or they are not - and they usually sit just before a gate.
- Late structural changes alter both the document and the financial information, which is a two-workstream slip in one event.
- Private-company processes often fail under public reporting deadlines, and key-person concentration multiplies the effect of a single absence.
When the timetable breaks: the decisions to take 0 / 7
Usually owned by: CFO with the board, coordinated by the IPO programme director
- Incremental repairs hide the fact that a milestone is now unreachable, and keep the board working from a plan that no longer exists.
- Each option carries different cost, disclosure consequences and team effects, and the decision needs to be taken on evidence, not drifted into.
- Finance is the least compressible workstream and the most common cause of a second slip after the first one.
- A deferred listing does not defer the readiness spending already committed, and liquidity assumptions built on listing proceeds may no longer hold.
- Internal drift and market rumour both damage the eventual process, and both spread faster than a formal statement.
- Key staff move to other transactions, and losing institutional memory is more expensive than negotiating revised fees.
- The ability to move quickly when the window reopens is the main asset a delayed issuer still holds, and a plan that is merely paused tends to decay into an intention.