A note on figures
We do not publish cost estimates, because a credible figure depends on the company's jurisdiction, sector, the state of its records, the listing venue, the vehicle, and whether a concurrent financing is involved. A number quoted without those inputs is marketing rather than information.
What we can set out clearly is what the money is spent on and when.
Stage one — assessment
Establishing whether a public-market pathway is realistic at all. Reviewing the business, structure, financial position, ownership and management capability, and producing an honest view of readiness and the gaps.
This is the least expensive stage and the one that most influences the total. A company that learns at this point that it is two years away has saved everything that would otherwise have been spent discovering the same thing slowly.
Stage two — corporate preparation
Typically the largest cost block, and it arises well before any transaction:
- Audit. First-time audit of prior periods, often with accounting conversion.
- Legal. Corporate reorganisation, share register reconstruction, IP assignment, contract remediation.
- Technical reporting. In resource sectors, an independent report by a qualified person — a substantial cost in its own right.
- Tax. Structuring advice in every jurisdiction touched by the reorganisation.
- Governance. Director recruitment, policy drafting, insurance.
All of this is paid by the company, from its own resources, before a transaction closes.
Stage three — transaction
Once a vehicle is identified and terms are agreed: transaction legal work on both sides, vehicle diligence, exchange and regulatory filings, sponsor fees where required, transfer agent set-up, and the preparation of the disclosure document.
Note that a portion of these costs relates to examining the vehicle. A private company should budget for its own advisers to conduct that examination rather than relying on the vehicle's representations.
Stage four — financing
Where a concurrent financing is undertaken, registered dealers charge commission and expenses on that raise. This is separate from transaction costs, and it is contingent — it arises only if the financing proceeds.
Nothing about the RTO structure guarantees that a financing will be available, on any particular terms or at all.
Stage five — ongoing
The costs that begin at the transaction and never stop: annual audit and quarterly reviews, exchange and regulatory fees, transfer agent, directors' and officers' insurance, independent director fees, legal support for continuous disclosure, and internal finance capacity.
For a smaller issuer this recurring burden is material relative to revenue. It belongs in the financial model before the decision is taken.
Why preparation cannot be funded by the transaction
Companies regularly ask whether costs can be deferred until closing. Almost never. Auditors, counsel and qualified persons are engaged directly by the company and paid on their own terms. They have no interest in the transaction's outcome, and independence requirements mean they cannot.
A company without a preparation budget is not ready to begin, and we say so directly rather than starting a process that will stall.