More companies are disclosing "material
weaknesses" in their IPO filings this year, particularly in in the tech
sector where more than half have made such warnings.
Audit and
consulting giant PwC reports that the percentage of tech IPO filings
that flagged potential future accounting problems jumped to 55 percent in the first three quarter of this year from 30 percent
in all of last year.
That compares with a much smaller 4 percent increase to 31 percent overall in IPO filings this year compared to last year.
In addition to
the big jump in material weakness warnings in the tech sector, a similar
leap has come in consumer goods companies planning IPOs — going from 32
percent last year to 47 percent this year.
All of this is
happening at a time that IPOs, particularly in the tech sector, are down
dramatically in the U.S. Renaissance Capital reports that only 17 tech
companies have debuted on Wall Street this year, on pace to be the
lowest number since the banking meltdown in 2009.
There have been
only six tech IPOs by Bay Area companies this year, down from 16 last
year. Only two of this year's new public company tech stocks — FitBit
and Pure Storage — are trading above their IPO prices.
The material
weaknesses cited by PwC are warnings of deficiencies in financial
reporting that indicate a "reasonable possibility that a material
misstatement" of annual or interim financial statements will not be
prevented or detected.
The most common
problems relate to not having enough accounting personnel (24 percent of
total material weaknesses reported), lack of appropriate procedures (20
percent) and inappropriate reconciliation of complex or non-routine
transactions (19 percent).
The companies usually say how they are going to fix their potential problems when they disclose them.
When investors
get surprised by material weakness disclosures after a company goes
public it usually brings a barrel of trouble in the form of negative
press, lower analyst ratings and stock price declines.
So disclosing
such issues in an IPO prospectus may give companies somewhat of a "hall
pass" when problems arise later on, PwC said.
It's not
entirely clear what is causing this jump in material weakness
disclosures. Is it because the companies going public in 2015 have more
potential problems? Or is it just that they are being more cautious in a
down year for IPOs?
In either case, don't say they didn't warn you.
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