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Going-Concern Warnings in IPO Prospectuses

Share of U.S. IPO prospectuses that mention a going-concern doubt in their Risk Factors and Business sections, %, quarterly

37.1% in Q3 2026−2.8 pp since Q1 2010
YTD1y2y5y10y20yAll
ForecastOffContinuationForesight™
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U.S. recessionsShades the months the NBER dates as recession. U.S. charts only.5-year rangeThe highest and lowest readings of the last five years, as a band. One-series charts only.High and lowMarks the highest and lowest readings in the window shown.
Current·Data to Q3 2026

Plays the chart through its history. Pauses are where the data set a record or moved most.

Continuation · the recent trend, flattening · 1 year

Dashed: the projection from the latest reading. Shaded: the range about two in three outcomes land in. A projection, not a promise.

Palanor calculation from SEC EDGAR (public domain): each company’s first registration statement (Form S-1 or F-1, blank-check companies left out), the Risk Factors and Business sections, by the quarter it was filed. A prospectus counts once it uses a topic’s words at least once; the word lists were fixed before counting. A mention is not exposure, and the mix of companies filing moves the shares. Small self-underwritten offerings, which often carry a going-concern warning, count the same as large IPOs.

How many companies filing to go public warn that they may not be able to keep operating without new money, counted by Palanor from the Risk Factors and Business sections of their prospectuses.

What this chart reads

Sources

Share of IPO Prospectuses Mentioning Going Concern (quarterly). Source: Palanor calculation from SEC EDGAR filings (U.S. Securities and Exchange Commission; public domain). Palanor reads the filings to count words by fixed rules and never stores or republishes their text.

Charts are drawn from Palanor's signal library and recomputed from source data on every view. Transformations (changes, indexing, year-on-year rates) are Palanor's.

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