Quick answer: IPO advisory services typically cost between 4% and 7% of gross IPO proceeds for underwriting alone. When legal, accounting, regulatory, and miscellaneous fees are factored in, the total cost of going public commonly ranges from $4 million to $10 million or more, depending on company size and complexity.
Taking a company public is one of the most consequential decisions a business leader will ever make. The capital gains, public visibility, and long-term growth potential are compelling. But the costs? They catch many companies off guard.
Underestimating the true price of going public is one of the most common — and costly — mistakes businesses make during the IPO process. According to PwC’s IPO cost research, companies consistently miscalculate what’s required, leading to budget overruns and misaligned expectations among boards and management teams.
This guide breaks down every major category of IPO advisory costs, explains what drives fees up or down, and outlines the ongoing expenses that continue well after listing day.
What Does an IPO Advisor Actually Do?
Before unpacking the numbers, it helps to understand who you’re paying and why.
IPO advisory services are not provided by a single firm. Going public requires a team of specialists, each with a distinct role:
- Investment bankers (underwriters) manage the offering process, build investor interest, and help price the shares
- Legal counsel drafts the Form S-1 registration statement, manages SEC filings, and handles due diligence
- Accounting and audit firms prepare and verify financial statements, issue comfort letters, and support SEC compliance
- Advisory firms assist with technical accounting, financial reporting, and readiness across systems and controls
The total cost of IPO advisory services reflects fees paid to all of these parties — not just the lead underwriter.
How Are IPO Advisory Fees Typically Structured?
The most significant IPO advisory fee — the underwriting fee — is almost always structured as a success fee. This means it’s calculated as a percentage of the total gross proceeds raised in the offering and is only paid once the IPO completes.
This structure aligns the interests of the investment bank with those of the company. No successful listing means no payment. It also means businesses don’t need to commit significant upfront capital before going public.
Legal, accounting, and other advisory fees, however, are typically billed on an hourly or retainer basis, and these costs accrue throughout the IPO preparation process — regardless of whether the offering ultimately proceeds.
Breaking Down the Major IPO Advisory Costs
What percentage do underwriters charge for an IPO?
Underwriting fees represent the largest single direct cost in any IPO. According to analysis of public filings from 1,300 companies, compiled by Grassi Advisors (March 2025), underwriting fees typically range from 4% to 7% of total gross proceeds.
For a $50 million IPO, that translates to between $2 million and $3.5 million in underwriting fees alone. For larger offerings, the absolute figure is higher, though the percentage may compress slightly.
How much do legal fees cost in an IPO?
External legal counsel covers a wide scope of work: drafting the SEC Form S-1 registration statement, managing filings, responding to SEC comment letters, conducting due diligence, and advising on regulatory matters.
Legal fees in an IPO typically range from $500,000 to $1 million or more, depending on the complexity of the transaction and the size of the company. Businesses with complicated corporate structures, international operations, or prior legal issues will generally sit at the higher end of that range.
What do accounting and audit fees look like for an IPO?
Public companies must provide fully audited financial statements. Accounting costs in an IPO cover financial statement audits, review and consent on SEC filings, issuance of comfort letters to underwriters, and technical accounting advisory.
According to TD Shepherd’s overview of IPO expenses, accounting and auditing fees typically fall between $500,000 and $1 million, again depending on company size and reporting complexity.
What are the regulatory and exchange listing fees?
Several mandatory fees are payable to regulators and exchanges:
- SEC registration: $153.10 per $1,000,000 of total offering amount (per the SEC’s published fee rate)
- FINRA filing fee: $500 plus 0.015% of the proposed maximum aggregate offering amount, currently capped at $225,500 (this cap is set to increase to $1,125,000 in July 2025, per FINRA rules)
- Exchange listing fees: Both Nasdaq and NYSE charge initial and ongoing listing fees, which vary based on the number of shares listed and company size
These fees are relatively predictable and modest compared to underwriting costs, but they still add up.
What other advisory and marketing costs should you expect?
Beyond the primary advisors, several additional cost categories require budget allocation:
- Roadshow and marketing expenses: Promoting the IPO to institutional investors through roadshows involves travel, accommodation, and materials — typically $500,000 to $1 million
- Printing and distribution: Prospectus printing and digital XBRL filing support generally runs $100,000 to $300,000
- Transfer agent and blue sky fees: Miscellaneous but necessary regulatory costs
- Miscellaneous advisory fees: PR firms, specialist consultants, and other advisors can add a further $500,000 to $1 million
What Is the Total Cost of Going Public?
Adding all of these components together, the total cost of an IPO typically falls between $4 million and $10 million for small to mid-sized companies. For large-cap offerings, costs can be substantially higher.
Here’s a summary:
| Cost Category | Typical Range |
|---|---|
| Underwriting fees | 4%–7% of gross proceeds |
| Legal fees | $500K–$1M+ |
| Accounting and auditing | $500K–$1M |
| Roadshow and marketing | $500K–$1M |
| Regulatory fees (SEC, FINRA) | Hundreds of thousands |
| Printing and distribution | $100K–$300K |
| Miscellaneous advisory | $500K–$1M |
| Total (estimated) | $4M–$10M+ |
What Factors Drive IPO Advisory Costs Higher or Lower?
Two companies pursuing IPOs of the same size can face very different total costs. The key variables include:
- Company readiness: Businesses that already have audited financials, robust internal controls, and documented processes will spend less on preparation than those that need to build these from scratch
- Complexity: Multi-jurisdictional businesses, complex capital structures, or unusual accounting treatments all increase advisory hours and costs
- Exchange selection: Different exchanges carry different listing fee schedules and readiness requirements
- Existing internal capabilities: Companies with experienced finance and legal teams in-house can reduce reliance on external advisors
What Are the Ongoing Costs After Going Public?
The one-time costs of the IPO itself often receive the most attention — but the recurring costs of being a public company can ultimately be higher. Companies routinely underestimate these.
Post-IPO, businesses typically incur $1 million to $2 million annually in ongoing compliance costs. These include:
- Quarterly and annual SEC reporting
- Incremental audit fees
- Sarbanes-Oxley (SOX) compliance and internal audit costs
- Directors and Officers (D&O) liability insurance — typically $250,000 to $500,000 annually
- Investor relations functions
- Systems upgrades for enterprise resource planning, HRIS, and financial reporting
These are not optional. They are the cost of operating as a public company, and every organisation planning an IPO must build them into long-term financial projections.
Plan Your IPO Budget With the Right Advisors
The gap between companies that execute smooth IPOs and those that face costly surprises often comes down to one thing: preparation. Engaging experienced advisors early — before the process begins — leads to more accurate budgeting, clearer expectations, and fewer disruptions to day-to-day operations.
At Great CFO, our IPO advisory team guides businesses through every stage of the journey, from readiness assessment to post-listing compliance. Contact our team to start planning your path to the public markets.
Frequently Asked Questions About IPO Advisory Costs
How much do underwriting fees cost as a percentage of an IPO?
Based on public filings from 1,300 companies, underwriting fees typically range from 4% to 7% of gross IPO proceeds, according to Grassi Advisors (March 2025). These are the largest single direct cost of going public and are usually structured as a success fee.
What is the total cost of going public for a small or mid-cap company?
The total cost of an IPO for a small to mid-sized company typically falls between $4 million and $10 million, covering underwriting, legal, accounting, regulatory, marketing, and miscellaneous advisory fees.
Are IPO advisory fees paid upfront or after the listing?
Underwriting fees are paid as a success fee upon completion of the IPO — no upfront capital is required for this component. However, legal, accounting, and advisory fees are typically billed during the preparation process, regardless of whether the offering proceeds.
What ongoing costs should a company expect after going public?
Post-IPO compliance costs typically range from $1 million to $2 million annually. These cover SEC reporting, incremental audit fees, SOX compliance, D&O insurance, investor relations, and technology systems upgrades.
Does company size affect how much IPO advisory services cost?
Yes. Larger and more complex businesses generally incur higher IPO advisory costs due to greater regulatory scrutiny, more complex financial statements, and greater advisory hours required. However, companies that have invested early in financial infrastructure and internal controls tend to have lower preparation costs.
Is it possible to reduce IPO advisory costs?
Companies can reduce certain costs by building readiness before engaging advisors — particularly by maintaining audited financials, strengthening internal controls, and developing robust reporting systems ahead of the IPO process. Engaging experienced advisors early also limits the risk of expensive last-minute corrections.


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