Case Study: Initial Public Offering of a Clinical Stage Biotech

Challenge

Company A, a biotech with a Phase II clinical trial asset, engaged CFGI to provide assistance with audit preparation and preparation of Form S-1 in connection with their initial public offering.

CFGI Solution

  • Assisted accounting staff with audit requests and comments
  • Documented technical memos and position papers to support significant accounting matters and judgments on a variety of topics, including revenue recognition under collaboration agreements with third parties, accounting for complex debt and equity financing transactions with embedded derivatives, and stock-based compensation arrangements
  • Converted previously issued ‘private company’ financial statements to Reg. S-X compliant financial statements
  • Participated in drafting sessions and drafted all financial sections of the Form S-1, including F pages, MD&A, Summary and Selected Financial Data, Capitalization and Dilution
  • Drafted responses to accounting comments received from the SEC
  • Prepared amendments to financial sections of Form S-1 to update financial statements through most recent fiscal quarter and in response to SEC comments
  • Prepared all pro forma and pro forma as adjusted disclosures, and revised Form S-1 to reflect the impact of reverse share split
  • Assisted with preparation of FWP and Form 424B4

Outcome

  • Company A successfully completed their initial public offering
  • CFGI continues to assist Company A with SEC reporting, internal controls work and other ad hoc projects