There's something important potential investors should know before going on a treadmill with Peloton.
The manufacturer of hot exercise equipment on the way to an initial public offering is likely to be at greater risk than the average company for incorrectly reporting its financial reports or being exposed to, or even exposed to, fraud.
Peloton published its IPO papers on Tuesday. Like all such documents, the submission included a list of risk factors, which is usually a long catalog of items in the boiler. But buried within this list was an unusual concession by the company – it had discovered significant flaws in internal control. Internal control is the processes, rules and checklists companies put in place to ensure that their financial reports are accurate and to prevent fraud, among other things.
Read this : Startup of exercise bike Peloton applied for a stock exchange and revealed a long list of risk factors that investors should know
Peloton does not say that the financial figures in S-1[ads1] are incorrect. It says there is a chance that they could end up making mistakes.
When a company admits that it has a weakness in internal controls, it is the same as someone who admits that they left their back door unlocked while away on vacation. It does not mean that something was stolen while they were gone – and they may not yet know if something was stolen – but the risk of discovering something was taken is now much greater.
"We have identified significant weaknesses in our internal control over financial reporting," the company warned in its IPO document. "If our remediation of such material weaknesses is ineffective, or if we fail to develop and maintain an effective system of disclosure control and internal control over financial reporting," it continued, "our ability to produce timely and accurate accounting or compliance current laws and regulations may be weakened. "
Peloton discovered the problems with his internal control while compiling the annual accounts for fiscal year 2018, which ended in June last year, the filing states. From the end of June this year it had not solved its weaknesses.
The fact that Peloton found these accounting weaknesses "should be a concern" for investors, said Albert Meyer, president and chief portfolio officer at Bastiat Capital and an accounting expert.
And this is especially so for a company that, according to some reports, can seek a valuation of between $ 8 and $ 10 billion in the public markets.
There may be several issues that have not yet been discovered
"journal entries" and how it reconciles and analyzes special important accounts. It blamed the shortcomings of the fact that it was a private company, and at this point does not need to have in place the kind of accounting and other controls legally required by public companies.
Worse, there may be more problems than just the ones it already discovered. Due to a loophole in the current law, the company and its auditors are not yet required to do a full audit of internal control, and they have not, Peloton acknowledged in the document.
"Consequently, we cannot assure you that we have identified all, or that we will not have any more significant weaknesses in the future," the company said.
To deal with the weaknesses it has found, Peloton said it has employed people with accounting and financial expertise who have worked in public companies and put in place new processes and controls over IT systems and accounting operations. Still, it did not fully address all the problems it encountered, it acknowledged.
"We will not be able to completely remedy these material weaknesses until these steps are completed and have been effective for a sufficient period of time," Peloton said in the filing.
The effect of this type of weakness is not purely theoretical. A study from Utica College last year found that one of the top five reasons why fraud occurs in companies was because of inadequate internal control.
Peloton's disclosures were probably just an attempt to protect himself in case it later had to adjust its earnings for the periods it found weaknesses, said Bastiat Capital & # 39; s Meyer. He estimates that the result of the errors in the controls described by Peloton could potentially represent a 10% or 15% bottom-up error calculation – everything bigger would have been captured in the financial audit.
Even at that level, Wall Street would have to calculate that risk in the company's valuation.
"I think the market will reduce it somehow," says Meyer.