The challenge
Company B, a $100MM foreign medical diagnostic company initiated IPO on domestic Form S-1, converting accounting basis from UK GAAP to US GAAP and reporting currency from Pounds Sterling to the US Dollar.
The CFGI solution
- Evaluated historical UK GAAP financial statements to identify differences with US GAAP accounting
- Prepared technical memos and position papers to document differences between UK GAAP and US GAAP and to support conclusions under US GAAP
- Prepared adjusting journal entries to convert 5+ years of historical financial statements to US GAAP / US Dollar presentation
- Built consolidation model to bridge local / statutory books and records to financial statements prepared under US GAAP and in compliance with Reg. S-X
- Supported US GAAP audits and drafted financial sections of 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 quarters 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
The outcome
- GAAP and currency conversion work, US GAAP audits and initial confidential submission of Form S-1 completed in 10 weeks; Company B successfully completed their initial public offering
- CFGI continues to assist Company B with internal controls work, SEC reporting, accounting for stock-based compensation and system implementation efforts
