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ABOUT THE PRESENTATION
Presentation on "How to prepare and present your numbers to Australian investors" by Greg Ellis, Partner, Corporate Finance, BDO Australia.
The presentation covers what Australian investors seek, the regulatory requirements and financial disclosure.
Presented at the Fortune Forum 2015 Australian Summit
Lundin Gold April 2024 Corporate Presentation v4.pdf
A 'Count' Down to IPO
1. A COUNTDOWN TO IPO
How to prepare and present your numbers to
Australian investors
25 November 2015
A “Count”Down to IPO
How to prepare and present your numbers to Australian
investors?
25 November 2015
3. BDO’S CAPABILITY IN CHINA
In 2014, BDO was ranked the fourth largest accounting firm in China by the Chinese Institute of Certified Public
Accountants
2014 revenue (RMB Million Yuan) by firm - China
0 500 1000 1500 2000 2500 3000 3500 4000
PKF Daxin CPAs
ShineWing CPAs
Da Hua CPAs
Pan-China CPAs
KPMG China
Ernst & Young China
BDO China Shu Lun Pan CPAs
Ruihua CPAs
Deloitte China
PwC China
Source: Chinese Institute of Certified Public Accountants (CICPA)
Headquartered in Shanghai, BDO China currently
has over 8,000 employees, including more than
1,600 certified public accountants.
The Firm is structured to include seven
management committees and functional business
departments of Auditing, Tax, Advisory,
International Business, Risk Management,
Information Technology, Training, Asset Appraisal
and Accounting Policy Research Centre.
The Firm’s clients include over 300 listed
companies, over 300 IPO companies, and more
than 2,000 enterprises with foreign investments.
The clients include a wide range of size and
industries, including large national enterprises,
state-owned companies, commercial banks,
securities companies, future brokerage, insurance,
trusts and funds.
4. AN EXPERIENCED TEAM
Page 4
Greg Ellis
Partner – Corporate Finance
Tel: +61 3 9605 8002
Mob: +61 414 500 162
Email: greg.ellis@bdo.com.au
Greg is a Corporate Finance partner with BDO in Melbourne. He has over 18 years of Audit
and Corporate Finance experience and during this time has assisted a number of China
based businesses with investment into Australia or with IPOs on the ASX.
When it comes to IPOs Greg is very experienced in the role of Investigating Accountant and
as such has a deep understanding of the regulatory requirements and guidelines with
respect to the presentation of financial information within prospectuses. Greg has also
advised a number of Australian investors perform due diligence on Chinese businesses and
therefore understands what the key investor requirements are when it comes to financial
information.
5. WHAT ARE AUSTRALIAN INVESTORS LOOKING FOR?
No 1 requirement:
Financial information that
they can trust
Key attributes of financial
information:
• Independently audited
• Prepared in accordance with
the requirements of IFRS
Page 5
6. REGULATORY REQUIREMENTS
1. Australian Corporations Act, 2001
• General disclosure test for prospectuses with no specific
“checklist”
• Key requirements:
- Information that investors and their professional advisers would
reasonably require to make an informed assessment about the risks,
financial position, performance and prospects of the issuing company
2. Regulatory guides: Issued by the Australian Securities &
Investments Commission (‘ASIC’) to provide guidance to
regulated entities regarding interpretation of law
- RG 228: Guidance on how to word and present prospectuses in a
‘clear, concise and effective’ manner
- RG 170: Guidance to help issuers understand whether to include
prospective financial information
Page 6
7. TYPICAL FINANCIAL DISCLOSURES (1 OF 3)
Page 7
1. Three years of historical audited financial
performance comprising of:
• Profit and loss; and
• Cash flows
2. Most recent audited historical financial position:
• Balance sheet
Note: Balance sheet date must not be greater than 8 months prior to ASX application date
3. Pro forma historical financial information
4. Forecast financial information
8. TYPICAL FINANCIAL DISCLOSURES (2 OF 3)
Page 8
Pro forma historical financial information
• Pro forma historical financial position
- Audited balance sheet is “adjusted” in order to show the impact of
the IPO
For example
The cash and equity balances are adjusted to reflect the funds raised as part of the IPO
Impact of any group restructuring
Repayment of any debt from the proceeds of the IPO
• Pro forma historical financial performance
- The audited profit and loss statement and cash flows may be
adjusted if not considered representative of the business going
forward
For example: To remove or add the results of any operations sold or acquired
9. TYPICAL FINANCIAL DISCLOSURES (3 OF 3)
Page 9
Forecast financial information
• Not specifically required to be disclosed in a prospectus
• Strict regulatory guidelines (RG 170) to be met if included
• Forecast financial information cannot be disclosed if it is
misleading
• There must be ‘reasonable grounds’ for the inclusion of
forecast financial information
Most IPOs of Chinese companies do not include forecast financial information on the grounds that
such information would contain a broad range of potential outcomes and possibilities and would
not necessarily take into account, the variable nature of matters that may influence future
events.
10. INVESTIGATING ACCOUNTANT
Page 10
• All financial information presented in a prospectus should
be sourced from audited financial statements
• Any pro forma financial information presented must be
reviewed by an Investigating Accountant
• The prospectus will include a review report from the
Investigating Accountant
• This provides investors with ‘comfort’ that there are no
reasons to believe that the historical and forecast financial
information are unreasonable
11. OVERVIEW OF INVESTORS REQUIREMENTS
Page 11
Our capability
Financial information should be
• Prepared in accordance with the requirements of IFRS
• Audited
• Pro forma adjustments are to be reviewed by an
Investigating Accountant
• Any forecast financial information must have ‘reasonable
grounds’
An experienced financial advisor/accountant can help ensure you meet the necessary regulatory
guidelines and requirements