Initial Public Offering Primer For Investors

by Adriana Noton

When a privately held company goes public via an Initial Public Offering, it is one of the most significant milestones in the company’s entire history. Way it works is that the company issues share certificates to investors and gets listed on a chosen stock market. After the listing, the company’s shares can be traded on the market.

Before this can happen, there are a huge number of compliance issues, and the SEC has very strict regulatory requirements. Once the company manages to get through all the hassle, the benefits can be unthinkable massive. Over-subscribed IPOs in any market in the world tend to catapult the company into the top bracket virtually overnight.

The large amount of cash from an IPO comes in handy for bankrolling current operations and financing future projects. The best part of it is that it removes liquidity bottlenecks and reduces the company’s debt. The company enjoys significantly higher name recognition and greater trust from customers and corporate partners.

To begin with, a registration statement is filed with the SEC along with a prospectus for the IPO. This details everything an investor would like to know about the company and its future plans. This is where the underwriters come into the picture.

Underwriters and the company’s accountants are required to work together to fulfill these regulatory requirements. They will provide the management with advice on shifting from a private decision making process to a public company answerable to the board and shareholders. The most important thing the underwriters do is help decide the price and number of shares that the market can absorb.

Once the IPO goes through, the company has certain new responsibilities. This includes making public the quarterly financial results, filing statements with the SEC for anything major that impacts the company and its operations, and the AGM. At the stockholders’ meeting, important issues are discussed and voted upon, including the composition of the Board and the top-level management. This is one reason why many companies hire new mangers after an IPO, to deal with issues specific to public companies.

The success of an IPO is mainly based on how sound the finances, growth prospects and revenue model, not to mention the viability of the sector the company belongs to. But many IPOs have crashed and burned even with all this. Reasons why an IPO might fail include bad timing, over-pricing and/or too big a size, and choosing the wrong market.

As an example, consider Canada, where an IPO won’t be able to reach the size or price that an offering in the US markets can fetch. The Canadian market has a significantly lower threshold for risk. In Europe, there are even more issues that need to be considered, like the economic conditions in each member state of the EU which affect every market in Europe.

Before 2001, when dotcoms were still in vogue, anyone with a website could file for an Initial Public Offering and watch the millions piling up as the markets kept going up. What investors want now is a safe company with lots of assets to its name and long term growth prospects. For any business that can traverse this long road to IPO success, there’s a huge reward waiting at the other end.

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