Over the past year, uncertain markets have contributed to a decline in the number of companies going public. While new initial public offerings (IPOs) average about $228 billion annually, they only raised $154 billion in 2022. Traditional economic and financial factors have long played the leading role in determining an IPO’s strategy, timing, and ultimate success; however, companies’ environmental, social, and governance (ESG) strategy and disclosures are increasingly relevant as investors demand more of this information.
For investors, the importance of ESG is not new, but newly public companies now face the need to have meaningful ESG programs and disclosures.
In fact, environmental, social, and governance investing (ESG) is projected to generate $53 trillion in assets under management (AUM) by 2025, representing more than 30% of the projected $140 trillion in global AUM. With this in mind, savvy CFOs planning an IPO want to work closely with their ESG or sustainability reporting specialists to take a pulse on what their company is doing right, and identify any problem areas before opening up the company for public ownership. Since accounting and SEC reporting teams are usually involved in ESG reporting efforts, the office of the CFO is the ideal place to kick off efforts to develop comprehensive ESG reporting. Doing so can boost valuations by meeting investors’ needs for more non-financial disclosure.
In many cases, ESG is proving to be a scale tipper with a significant impact on the IPO process. The Mediterranean-style restaurant chain CAVA Group, Inc. offers a case in point. In its New York Stock Exchange debut, CAVA was valued at $4.88 billion — 117% above the initial value of $2.45 billion.
Why the huge jump? ESG played a key role. Pre-IPO, Credit Suisse recognized the strength of CAVA’s ESG program and noted, “[CAVA’s] ESG initiatives are critical to its strategy across the supply chain, people, and the environment, highlighting consumers are increasingly seeking to engage with brands that align with their values. CAVA suggested its vertically integrated supply chain allows for increased efforts around sustainable operations.”
While CAVA is not ready to publish a nearly 50-page impact report like its competitor, Sweetgreen, it has established an oversight apparatus for corporate ESG, enabling the development of a meaningful program. The company entered the public domain with a robust ESG foundation, including a 43% female senior leadership team and two specialized board committees: the People, Culture, and Compensation Committee and the Nominating, Governance, and Sustainability Committee, which assesses the company’s “sustainability and ESG-related policies and programs against its key related objectives,” tying together CAVA’s mission to “bring heart, health, and humanity to food.”
While ESG practices alone will not drive valuation, there is little doubt that the company’s practices have helped it gain visibility with investors and insulate its stock against heightened scrutiny in public markets.
The importance of ESG risks and opportunities to investors is not new, but the expectation for newly public companies to have meaningful ESG programs and disclosures is. These heightened expectations are primarily driven by three precipitating factors:
A recent study revealed that 89% of investors consider ESG issues in some form as part of their investment approach. Opening the company to the public includes onboarding shareholders with specific agendas and standards of corporate governance. Going public with a good ESG foundation is not only a good offense when it comes to attracting stakeholders of all types but is also a great defense.
One immediate risk for unprepared companies is investor activism. A lack of ESG reporting and/or oversight provides ammunition to activists who may garner the support of large institutional shareholders to challenge the board with alternative nominees. Another risk of forgoing baseline disclosures is exclusion from specific passive indices aligned to ESG ratings. Finally, companies can be disregarded by suppliers, customers, or advertisers, which is no way to start a new chapter in the public domain.
The specific ESG expectations and prerequisites will vary on a company-by-company basis depending on numerous factors ranging from industry to market cap to physical impact. However, all companies preparing for an IPO can benefit from adopting a series of baseline ESG activities and disclosures. Taking these steps creates an ESG foundation that will help check many of the right boxes before going public:
Establishing an ESG program has become table stakes for companies planning to go public. Real financial and time investments are required for firms starting from scratch, but effective leaders who focus on the most relevant ESG topics and initiatives avoid overcommitting or overspending.
This Insights article is one in a series providing capital markets commentary for CFOs with a focus on IPO best practices. Learn more with timely and relevant analysis about readying your company for IPO success and the key process and technology-focused considerations when taking your company public.
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