Implementation of ESPP in IPO Context

[Guest Art72]

Assume an ESPP is being implemented in the context of an IPO. Because of administrative difficulties in rolling out the ESPP and the timing of the IPO, it will likely not be possible for participants to enroll in the ESPP until at least one month following the date of the IPO. Is there any permissible means by which the initial offering period can begin on the date of the IPO, so that participants can have the benefit of the IPO price in determining the exercise price of their options?

Any insight on the foregoing would be appreciated.

[Kirk Maldonado]

Yes. There was an SEC no-action letter issued to the American Bar Association about two years ago that spells out how to do it.

P.S. You need to get competent securities counsel involved on this matter.

[Guest Art72]

Thanks very much. Is anyone aware of any publicly-filed examples of such an ESPP. I would like to see what the provisions look like.

Thanks again.

[Kirk Maldonado]

That information is available throughy the EDGAR. But you will need to use some third party service to search for the filings. Unless you are lucky, it will probably take you quite a while to find one.