The Ins and Outs of IPOs

An IPO, or Initial Public Offering, is the first time a privately held company issues stock to the public. IPOs are a big deal for investors because of the Fear Of Missing Out (FOMO). In this age of unicorns, where tech startups are worth $1 billion or more, many companies seek to IPO, giving investors an opportunity to ring the opening bell on the stock market and be in the spotlight of financial and business news.

However, going public is a long and challenging road for companies. Millions of startups are created every year, but a majority of them fail to make it through the various funding stages, such as seed capital, Series A, B, and C funding. Only a small fraction of startups succeed in making it to the IPO stage, and an even smaller number become unicorns. But why do companies choose to IPO?

According to SEC registration documents, the main reasons for an IPO are to increase capitalization, provide financial flexibility, create a public market for common stock, and enable access to the public equity markets for the company and its stockholders. In other words, the company wants to raise money for growth, or offer existing shareholders an exit opportunity, or both.

So why do investors buy IPO shares? The hope is that the share price will skyrocket on day one, resulting in substantial profits. However, this isn't a guaranteed outcome, and many factors can influence IPO performance, such as overall market sentiment, supply and demand, and pricing strategy.

The Process of IPOs

• Companies start by raising equity from their founders and "family and friends."
• Some startups are acquired early on or fail to gain traction and exit.
• A few companies make it through various rounds of funding, such as seed capital, Series A, B, and C funding.
• The valuation of the company increases during each funding stage.
• A small fraction of startups eventually make it to the IPO stage.
• The company and underwriting banks set a target price range for the IPO and conduct an investor roadshow.
• The IPO price is set, and investors can indicate their interest by submitting bids.
• The underwriter can lower the price if demand is too low or increase the price if demand is too high.
• Shares become available to the public in limited supply due to lock-up agreements.
• The hype surrounding the IPO moves the demand curve to the right, while supply remains limited, resulting in a "first-day pop" in the IPO share price.

Potential Risks for Investors

• Timing the buying or selling of shares on the volatile first day of trading is challenging.
• Market sentiment can significantly influence IPO performance.
• Day-one gains are possible but not guaranteed.
• Oversubscription can lead to investors paying more than the fair value of the shares.
• A low demand for shares could result in an undersubscription and lower the IPO price.
• A high demand for shares could lead to an overpriced IPO, making it difficult for early investors to sell.

As venture capital funds have become increasingly significant players in the startup field, the amount of investment available to startups has increased. Despite this, IPOs remain an attractive option for many companies seeking to raise funds for growth and offer shareholders exit opportunities. However, investors should remain cautious and conduct thorough research before investing in any IPO.

IPO Performance: What to Expect and How to Make Informed Bets

Investing in an initial public offering (IPO) can be an enticing opportunity for investors looking to get in early on a company's growth potential. However, it's important to approach IPOs with caution and do your due diligence before making any investment decisions. Here are some key things to keep in mind:

Day 1 Gains and Day 2 Drops

It's not uncommon for IPOs to experience volatile price swings in the days following their public debut. While some companies may see significant day 1 gains, this is never guaranteed. Furthermore, a day 2 drop in share price is also very possible, as evidenced by the performance of companies like Twitter, Facebook, Snap, Lyft, and Uber.

Longer-Term Performance

In the longer-term, the trajectory of an IPO's performance can vary greatly. Some companies may initially struggle but eventually recover, while others may experience sustained success or continued decline. It's crucial to understand the factors that drive the success or failure of an IPO.

Conducting Due Diligence

To make more informed bets as a potential IPO shareholder, it's important to do your homework. This means reading through the S-1 registration statement that companies file with the SEC as part of the IPO process. While these documents can be lengthy, they contain a wealth of information that can inform your investment decisions.

Key Sections to Review

When reviewing the S-1, be sure to pay close attention to the following sections:

• Prospectus summary: This provides a high-level overview of the company and its offering.
• Dilution: This section details how many shares already exist and how many are offered in the IPO.
• Consolidated financial data: Review the pro forma income statement, balance sheet, cash flow statement to understand the company's financials.
• Non-GAAP metrics: IPOs tend to use colorful and unusual metrics, so it's important to understand the company's key performance indicators.

Seeking Independent Opinions

In addition to reviewing the S-1 yourself, it can be helpful to seek out independent opinions from financial journalists. Critical reviews may uncover governance issues, conflicts of interest, or other red flags that could signal caution in investing in an IPO.

Making Your Decision

Ultimately, the decision to invest in an IPO is up to you. It's important to carefully consider the information available and to weigh the potential risks and rewards. For some investors, the IPO rollercoaster may be too daunting and unpredictable, while others may see it as an opportunity for significant growth. Whatever your decision, be sure to approach IPOs with caution and do your due diligence before investing.

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