SEGMENT 1:
Richard Salute, CPA, Partner and Capital Markets Practice Director, 
J.H. Cohn LLP

• IPOs and your clients – Legal Considerations
  • If the Company is considering doing an IPO, one of its first steps should be to assemble a qualified team of advisors including and most especially experienced securities counsel.

• What to look out for an IPO deal
  • An IPO is a tactical response to a strategic need. As a result going public should respond to the company’s needs for capital, public currency (using shares of the Company for compensation purposes, acquisitions, etc.) and public awareness.

• What to stay away from an IPO deal
  • Advisors including bankers, lawyers and accountants who do not have good track records doing IPO’s.

• How to find brokers who are willing to sell IPO shares
  • The selection of the investment bank to represent you in an IPO should include:
    • The banker’s experience in your industry including its research capabilities.
    • The banker’s network of buyers.
    • The experience of the banker in supporting new issues after an IPO.

• Generally companies will find these bankers through their network of advisors, for example their attorney or accountant or their outside directors?

• How to make strategic transactions – Up-to-the-minute updates and implementation framework issues.
  • One of the key attributes of a successful company is transparency. In addition, when there are quality people and strong processes in an organization, the results tend to be provided to the public timely and they are usually consistent with expectations.

SEGMENT 2:
Bob Jacobson, Principal, Risk Advisory Services, Consulting Leader – West Region,
McGladrey LLP

Getting The Most From Your IPO

• Examine the requirements of going public.
  • Benefits and Opportunities
  • Drawbacks and Continued Obligations
  • Be A Public Company First – What Are The Core Areas to Consider
  • Common Issues and Challenges
  • Increase Scrutiny and Formality

• JOBS Act – Overview and Key Considerations
  • Key Provisions at a Glance
  • Emerging Growth Company
  • Changes to the IPO Process For the Emerging Growth Company

• Helpful Tips / Areas to Consider within public company
  • Accounting and Finance
  • Governance and Internal Controls over Financial Reporting
  • IT Readiness and Strategic Considerations
  • Taxes
  • Internal Audit

• Bringing it all together

Richard Salute, CPAPartner and Capital Markets Practice DirectorJ.H. Cohn LLP

Richard J. Salute, CPA, serves as the Firm’s Capital Markets and SEC Practice Director. As an expert with more than 35 years of experience in SEC matters, Rich has been the key accounting and finance professional in numerous initial public offerings, and has represented clients that trade securities on the New York Stock Exchange, the American Stock Exchange, the NASDAQ, and other over-the-counter markets.

Prior to joining J.H. Cohn, Rich spent nearly 30 years at Andersen Worldwide managing complex audits for both public and private companies. During his tenure there, he was responsible for providing clients with strategic planning services, as well as consultation with regard to corporate finance, mergers and acquisitions, and process evaluation. Rich’s clients included large multinational companies and entrepreneurial start ups. In addition to his client responsibilities, he started three businesses for Andersen – the Enterprise Group (New York Metropolitan area), the Technology Practice (New York office) and the Bankruptcy and Corporate Recovery Practice (nationwide).

Rich is a member of the American Institute of Certified Public Accountants and the New York State Society of Certified Public Accountants.

Rich graduated from Adelphi University, cum laude, and later taught in Adelphi University’s Master of Business Administration program.

Bob JacobsonPrincipal, Risk Advisory Services, Consulting Leader McGladrey LLP

Bob Jacobson is a principal in the risk advisory services practice and is the West region consulting leader, responsible for continuous alignment of market demands with the evolving needs of our growing clients in the West. In this role, Bob will oversee more than 100 West region consultants in the areas of risk advisory, technology and financial advisory. Bob formerly served in a variety of leadership positions within the firm, including national consulting principal and risk advisory service line leader. Bob has overseen a variety of matters related to the growth, profitability, quality, risk containment and management of the business consulting services practice across the firm. Bob joined McGladrey in 2002 as the leader of the upper Midwest economic unit’s risk advisory consulting practice, managing numerous Sarbanes-Oxley (SOX), internal audit, enterprise risk management (ERM) and risk advisory clients.

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