Corporate Structuring for potential IPO or Trade Sale

A funding plan can look perfect on paper and still fail in the real world because the “where” is inseparable from the “how.” We sit down with Bern Gilbey and SamMeiklejohn, Partners at Gateley, to unpack the decisions founders wrestle with when they need serious capital: stay UK-based and build toward AIM, chase a NASDAQ listing for higher valuations, or design a path that gets the best of both.

We get specific about why teams move operations to the United States, from deeper venture capital pools to the sheer scale of the US market and the power of the right regional ecosystem. Then we pressure-test the assumption that a higher IPO valuation is always the win. Growth-stage companies are often capital intensive, and if you need to raise again in a tougher market, today's premium can become tomorrow's down round. Stability, investor fit, and a credible growth trajectory matter just as much as price.

From there, we go into the mechanics founders often hear about too late: pre-IPO venture rounds, dual-listing strategies (AIM first, NASDAQ later), and the corporate structuring issues that come with cross-border growth. We break down holding company choices, Foreign Private Issuer status, and how US investor tax preferences can drive decisions around US topcos, tax transparency, and blocker companies, especially when UK EIS and VCT investors are involved.