An initial public offering (IPO) is defined as the first offering of shares by a private company to the public. A share is one of a finite number of equal portions of the capital of a company that entitles the shareholder to a proportion of distributed, non-reinvested profits known as dividends, and to a portion of the value of the company in case of liquidation. Shares can be either voting or non-voting, meaning that the shareholder may have the right to vote on the board of directors and thus the corporate policy (Draho, 2004). The money the private company raises through the issuance of shares is either transferred to the original investors of the company, used to pay-off existing debt, used to finance operating expenses, or, is used to fund future company projects. The ability to conduct an IPO efficiently and effectively encourages entrepreneurship and economic growth through increasing the availability of equity and lowering the cost of equity finance (Kleeburg, 2005). The following report introduces a generic process of an IPO without detailing specifics for an individual country or region. The advantages and disadvantages of choosing an IPO to raise capital is then discussed followed by an examination of the various pricing and allocation techniques that are commonly adopted in the IPO. The final section uses the 2002 IPO of JetBlue as a case study to demonstrate the accuracy and effectiveness of the discussed pricing techniques. 2.
The IPO Process
Jenkinson and Ljungqvist (2001) define 5 generic steps that are required to be undertaken in the process of raising equity through an IPO:
Figure 2.1 – Five generic steps undertaken in the process of an IPO Each of the 5 steps are briefly discussed in the following section paying particular attention to the role of the investment bank and the pricing and allocation decision. 2.1.
The Choice of Market
It is important to note that the act of ‘going public’ has two distinct requirements: •
Investors who are willing to purchase the shares
Exchange regulatory conditions that companies must meet
Historically, the first aspect of finding investors has not been of great concern, however, given the increasing levels of integration of global financial markets companies are able to select the market that best suits their requirements. The choice of market is therefore essentially focussed on ensuring that there is enough depth within the market so that the company can raise the amount of equity required and that the company is able to comply with the regulations imposed by the stock exchanges and their regulatory bodies (Jenkinson and Ljungqvist, 2001). 2.2.
Producing a Prospectus
The second stage of an IPO is the preparation and lodgement of a prospectus with the market regulatory authorities. A prospectus sets out the terms of the equity issue and provides information on the financial and management performance of the issuing company. It is used to ensure adequate information is provided so that investors can make an informed investment decision (ASX, 2008). Investment banks are usually engaged to assist in the preparation of the prospectus to ensure due diligence has been performed. Due diligence refers to the process of providing reasonable grounds that there is nothing in the prospectus that is misleading, and typically involves reviewing company contracts and tax returns, visiting company offices and facilities and interviewing company and industry personnel (Draho, 2004). This prospectus usually includes either a fixed price for the offer (where a predetermined price has been established) or an initial price range (a first ‘best guess’ on the price) that have been determined by the investment bank. With the latter technique the initial price range is usually modified throughout the remaining stages of the IPO (Brau and Fawcett, 2006). 2.3.
Having produced a prospectus, the next stage is marketing the issue to investors. This...
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