IPO Readiness™

The following is the Scope of Work that ValuCorp offers to undertake to assist in preparing the company (“Newco”) for an Initial Public Offering (“IPO”), which will also be useful currently for an equity or debt raise via a private placement.

It is important to start acting like a public company as soon as possible, by adopting the following:

1. Quarterly reporting (business expectations in a Gantt chart and financial budgets).
2. “Staff up, train up” – experience and technical ability.

The concept of building your team extends beyond the office. It is important that you are initiative-taking in securing trusted business relationships. As funds are available and as you request our input, we can introduce third parties such as:

1. Auditors who are PCAOB registered.
2. Lawyers who are SEC specialists.
3. Bankers who have national/international presence.
4. Underwriters (broker/dealers) who have experience in your industry.
5. Investor relations firms who have success your industry.

Our work will comply with SEC, IRS and USPAP regulations to provide credible assignment results.

Our work product will include (and we will work to fill any gaps as needed):

1. Determination of Enterprise Value and Per Share Value
   • Description of the Company
   • Board of directors (chairperson who can effectively manage
     diverse stakeholder interests internally as well
     as externally); gender, age, and racial diversity; an independent
     Audit Committee Chair (who meets the SEC definition of “financial expert”)
   • Organization chart (one for entities, one for personnel)
     Team structure: roles and responsibilities, lines of
     reporting, financing and accounting staff, customer
     support, and external communications)
   • Marketing plan (now and after Covid-19)
   • Reporting technology
     1. Cloud platform
     2. Data source
     3. Permissions
     4. Workflow review
     5. Collaboration
     6. Output options
     7. Support for filings
   • Per Share Value after Discounts
   • Valuation Approaches
   • Asset Approach
     1. Cost Method
     2. Market Method
     3. Contracted real estate appraisals
   • Income Approach
     1. Discounted future earnings
     2. Capitalization of cashflow
   • Financial Analysis
     1. Financial forecasts of Income Statements,
        Balance, Sheets and Cash Flows
     2. Industry comparables
     3. KPIs
     4. Interpretation of financial and nonfinancial data
   • Industry Outlook
   • Economic Outlook – national and local, perhaps worldwide
   • Risk Factors and Mitigation thereof