Company Name: Public Policy Holding Company, Inc.
Date of Prospectus: January 20, 2026

Public Policy Holding Company, Inc. IPO: Strategic Communications Powerhouse Targets US Growth with Nasdaq Debut

Public Policy Holding Company, Inc. (“PPHC”), a fast-growing global strategic communications and government relations platform, launches its much-anticipated US IPO, aiming to leverage its diversified business model and robust acquisition track record. With an established listing on London’s AIM and ambitious plans for North American expansion, PPHC’s offering is set to attract both institutional and retail interest. Explore every aspect of this IPO, including pricing, financials, risks, dividend policy, and listing outlook, directly from the official company prospectus.

IPO Snapshot

PPHC is offering 4,150,000 shares of Common Stock in its initial US public offering, comprising 3,400,000 new shares and 750,000 shares by selling shareholders. An over-allotment option allows underwriters to purchase up to 622,500 additional shares within 30 days of the prospectus date, potentially increasing total shares offered to 4,772,500. The IPO symbol is PPHC for Nasdaq Global Market; shares are already listed on the AIM market in London under the same symbol.

Offer Price: \$13.45 per share (US-dollar equivalent of closing price on AIM as of January 15, 2026)
Total Offer Size: \$55.8 million (base), up to \$64.2 million with full exercise of the over-allotment
Shares Outstanding Post-IPO: 28,534,706 (base), up to 29,157,206 if over-allotment is fully exercised

Use of Proceeds Signals Aggressive Growth Strategy

PPHC will receive approximately \$39.6 million in net proceeds from the IPO (up to \$47.9 million if over-allotment is exercised in full), with all proceeds earmarked for working capital and general corporate purposes, including future acquisitions of new portfolio companies [[24]]. There are no specific acquisition targets or advanced negotiations as of the prospectus date [[47]]. The company will not receive proceeds from the shares sold by selling shareholders.

This capital raise underscores a clear growth-driven story, focusing on expansion, talent acquisition, and M&A rather than deleveraging. As of September 30, 2025, the company’s pro forma cash position post-offering is projected at \$50.3 million, with working capital rising to \$35.9 million [[28]].

Dividend Policy: Committed, But Not Guaranteed

PPHC intends to pay dividends at a payout ratio of approximately 30% of Adjusted Net Income [[24]]. The policy is subject to change at the board’s discretion and may be influenced by future debt covenants or capital needs. No fixed timetable for dividend payments was stated, and historical dividend payments were not disclosed.

IPO Placement Breakdown

– Shares offered by PPHC: 3,400,000
– Shares offered by selling shareholders: 750,000
– Over-allotment option: 622,500 shares (up to 15% of base offer)

No details on cornerstone, anchor, or employee allocation tranches were disclosed.

Investor Participation & Book Quality

No anchor or institutional investors are named in the prospectus. Subscription levels by category and final allotment results are not disclosed.

No pre-listing disposals by early shareholders beyond the selling shareholder allocation.

Book quality implications: The lack of disclosed anchor or strong institutional backing in the prospectus makes it difficult to infer first-day demand. However, the presence of reputable underwriters (see below) and the company’s established track record on AIM suggest institutional familiarity.

Deal Parties & Structure

Investment banks/bookrunners: Oppenheimer & Co. Inc., Canaccord Genuity LLC, Texas Capital Securities (TCBI Securities, Inc.) [[3]], all acting as underwriters.

Stabilization/Over-allotment: 30-day option for underwriters to purchase up to 622,500 additional shares for market stabilization and over-allocation management [[3],[143]].

Underwriting fee: 6.0% of gross proceeds, with up to an additional 0.5% discretionary incentive compensation to bookrunners [[144]].

Lock-up: Company, officers, selling shareholders, and certain stockholders are subject to a 180-day lock-up period post-listing, prohibiting direct or indirect sales without written underwriter consent [[145]].

Inferred support for listing-day performance: The syndicate’s composition of established US and international banks and robust stabilization mechanisms indicate potential for orderly price action on debut.

Company Overview: Global Strategic Communications Platform

Business model: PPHC unites a diverse group of government relations, corporate communications, and public affairs specialists. The company operates through independently branded subsidiaries with deep sector expertise, offering integrated advisory services across federal and state government relations, media management, research, reputation management, crisis communications, and digital/data analytics [[10],[16],[96]].

Revenue Streams: – Government relations consulting – Corporate communications & public affairs consulting – Compliance and insights services [[186]]

Customer Segments: Blue-chip corporations, industry associations, and public sector entities. The top 10 clients accounted for 8.7% of revenue in 2024, reflecting a diversified client base [[14],[91]].

Geographies: Primarily US-focused, with expansion into UK and other international markets via AIM listing and acquisitions.

Industry definition & size: Federal and state government relations, strategic communications, and public affairs represent large, fragmented, and growing markets. Concrete industry size numbers are not disclosed.

Financial Health: Revenue Growth, Profitability, Balance Sheet

PPHC exhibits robust multi-year growth, strong Adjusted EBITDA margins, and moderate leverage.

Net loss margin: (16.0)% in 2024, (10.6)% in 2023. Adjusted EBITDA margin: 24.1% in 2024, 25.8% in 2023. Debt is moderate relative to cash post-offering.

Market Position & Competitive Advantages

PPHC’s key advantages include:

• Integrated strategic communications capabilities across major sectors
• Diversified revenue base with high client retention
• Efficient operating model attractive to acquisition targets
• Public company status enhances talent and acquisition appeal
• Experienced, entrepreneurial management team

Market share, ranking, and concrete competitive positioning metrics are not disclosed.

Management Team

Neal Strum: Principal executive officer and agent for service
Roeland Smits: Chief Financial Officer
Board and senior management: Described as highly experienced, with backgrounds in scaling services businesses and operational expertise across sectors [[95]]. Further background details are available in the “Management” section of the company’s website.

Trends, Timing & Environment: Sector and Macro Insights

PPHC operates in a sector benefiting from long-term structural tailwinds. Clients increasingly seek integrated advisory support to manage reputational risk, regulatory developments, litigation, and stakeholder communications amid heightened scrutiny and a volatile political and operating environment [[20]]. Demand for government relations and strategic communications is described as large, fragmented, and growing.

Timing: US IPO planned for as soon as practicable after the registration statement becomes effective in January 2026. No offer period or listing date is explicitly disclosed.

Macro environment: The prospectus notes persistent macroeconomic and political risks but expects demand for experienced advisors to remain strong.

Recent developments: Integration of TrailRunner International and expansion of digital/data capabilities are highlighted as recent strategic moves [[20],[16]].

Prospectus Deep Dive: Risk Factors

Investing in PPHC involves a high degree of risk. Key disclosed risks include:

• Reduction in client demand for services
• Reputational damage or industry perception risks
• Loss of key personnel
• Failure to implement growth strategy, including M&A
• Coordination and monitoring challenges across subsidiaries
• International expansion risks
• Competition from former sellers/professionals post-acquisition
• Cybersecurity, data privacy, and regulatory compliance risks
• Macroeconomic and political volatility
• Costs and restrictions from debt agreements

Quantified exposures: Top 10 clients represent only 8.7% of revenue, mitigating customer concentration risk [[14]]. Debt as of September 2025 is \$49.6 million, with robust cash post-IPO [[48]].

Growth Strategy

PPHC’s growth strategy is multi-pronged:

• Continue leveraging diversified services and client base for scale benefits
• Expand geographic reach and expertise through strategic acquisitions
• Expand and upskill digital/data capabilities to outpace competitors

Recent acquisitions and integration of TrailRunner International and Pine Cove Capital LLC illustrate ongoing M&A [[16],[239]]. Earnout structures and share-based incentives are used for acquisitions.

Capex pipeline, new products, and market entries are not quantified in the prospectus.

Ownership & Lock-ups

Pre-IPO shares outstanding (as of 9/30/2025): 25,134,706
Post-IPO shares outstanding: 28,534,706
Additional shares reserved for options, RSUs, earnouts, and incentive plans:

• 711,398 shares (options @ \$11.60 avg. strike)
• 1,039,805 shares (RSUs unvested)
• 2,597,587 shares (earnout consideration for prior acquisitions)
• 638,956 shares available for future issuance under the Omnibus Incentive Plan [[26],[52]]

Lock-up period: 180 days post-listing for company, insiders, and certain shareholders [[145]].

Valuation & Peer Comparison

No peer company metrics or sector comparables are disclosed. No P/E, P/B, EV/EBITDA, or yield comparisons are available in the prospectus.

No other IPOs in the same period or 10-day sector performance data is disclosed.

Research & Opinions

No analyst coverage, institutional opinions, or price targets appear in the prospectus.

IPO Allotment Result

Final subscription outcomes by tranche and implications for listing day are not disclosed.

Listing Outlook

Based on the disclosed facts, PPHC’s IPO appears to offer a compelling growth story, supported by a proven M&A engine, high client retention, and market demand for integrated communications advisory.

The company’s robust revenue CAGR (28.1% from 2018–2024) and healthy Adjusted EBITDA margins (>24%) suggest operational strength. The commitment to a 30% dividend payout ratio, moderate leverage, and a sizable cash infusion position the company well for further expansion.

Risks—including ongoing net losses, integration challenges, and regulatory exposure—are offset by diversified revenue streams and a blue-chip client base.

First-day trading range and strength: With reputable underwriters, stabilization mechanisms, and a history of AIM listing, the IPO is likely to debut with orderly price action. If institutional interest materializes, a modest premium to the offer price (\$13.45) could be expected, though net losses may temper aggressive upside.

Based strictly on prospectus data, PPHC’s IPO appears worth subscribing for investors seeking exposure to the global strategic communications sector and acquisitive growth platforms.

Prospectus Access

The official prospectus and future SEC filings are available at: www.sec.gov
Company information and investor relations: https://pphcompany.com

How to Apply

Application channels and steps are not disclosed.