IPO抑价与证券市场制度变迁

IPO抑价是股票市场一个普遍存在的一个现象,我国也不例外。国外的理论重在研究IPO抑价的原因,且这些理论都是建立在市场有效的前提条件之上的,用这些理论解释我国IPO抑价率过高的情况不是特别合适。本文就我国证券市场各个阶段定价方式和发行制度的特征及各阶段IPO抑价率的情况做一简要分析,并针对IPO抑价存在的问题提出对策建议。     

Does Alibaba's Magic Work Outside China?

Alibaba was an established e‐commerce giant in the Chinese online retail industry. In 2014, it recorded the world's largest initial public offering (IPO), raising a total of $25 billion. Alibaba's groundbreaking IPO and continuous growth in China had raised speculation on its imminent and potential expansions into other countries including the United States. On the other hand, Amazon and eBay had been leaders in the e‐commerce industry of the United States, arguably the world. This case seeks to weigh the potential success of Alibaba should it choose to expand outside its home country, China, including the United States. This case also helps understand how the Chinese business environment influenced the success of Alibaba, relative to other countries. © 2015 Wiley Periodicals, Inc.     

中国创始人(Founder)系列物种研究之一:创始人30

如果没有十年前那一场伟大的互联网泡沫,也许中国不会想到要复制一个纳斯达克。如果那场泡沫不是如此迅速而又残酷地破灭,也许后来百度、盛大、携程、如家、分众这样的公司登陆的     

基于动态讨价还价博弈的“壳公司”定价模型

买壳上市是我国证券市场一个重要的特征,通过对以往相关研究文献的梳理、提炼,形成了一个基于动态讨价还价博弈的"壳公司"定价模型,并由此得出买壳上市实质上是一个帕累托改进过程,而双方得益权重则取决于公司自身的讨价还价能力。     

ICH,Partner for A Successful Overseas Listing

On April 18, 2007, Yangzijiang Shipbuilding （Holdings） Ltd., one of the leading shipbuilders in China, launched the largest IPO in the last 7 years on the Singapore Exchange Limited （SGX）, Asia＇s first demutualised and integrated securities and derivatives exchange. On the first day of the listing, the share price increased from SBig hit On April 18,2007,Yangzijiang Shipbuilding(Holdings)Ltd.,one of the leading shipbuilders in China,launched the largest IPO in the last 7 years on the Singapore Exchange Limited(SGX),Asia's first demutualised and integrated securities and derivatives exchange.     

International purchasing offices in China: A dynamic evolution model

The salience of the international purchasing office (IPO) in the management of international sourcing activities of multinational corporations (MNCs) has steadily increased, in developed and emerging economies, since the first adoption of this supply chain strategy in the 1980s. The aim of this paper is to develop an activity/role-based evolution model for IPOs, employing multiple case studies: 14 MNCs’ IPOs in China, studied by British, Italian, and Chinese scholars. Applying role theory in a global purchasing context, we identify eight routine roles and four strategic roles played by IPOs and propose that IPOs could lead an MNC's global sourcing in a geographical region. We challenge the unilinear and sequential nature of existing global sourcing process models and propose a dynamic evolution model, consisting of five stages differentiated by number, depth, and breadth of roles, in which IPOs could leapfrog some stages, re-trench (move back to lower stages) and be potentially withdrawn. Finally, we conclude that the stage of an IPO is determined by the strategic importance of China to its parent company.     

Early teams: The impact of team demography on VC financing and going public

This study investigates how top management team (TMT) demographic characteristics affect firm outcomes for young high technology firms in Silicon Valley. We study how team composition and turnover shape an entrepreneurial firm's ability to attract venture capital and its ability to successfully complete an initial public offering. We find that broad access to information by virtue of having top management team members that have worked for many different employers (diverse prior company affiliations) and have diverse prior experiences (functional diversity) tend to be associated with positive outcomes. In addition, entrants to and founder exits from the TMT increase the likelihood that a firm achieves an IPO. TMT exits, in turn, reduce the likelihood of achieving an IPO. Results also suggest that prior human capital experience is consistently associated with positive firm outcomes. These findings suggest that team experiences, composition and turnover are all important for bringing new insights to the firm and are associated with the likelihood that an entrepreneurial firm will succeed.     

Venture capital financing,strategic alliances,and the initial public offerings of Internet startups

This study examines how Internet startups' venture capital financing and strategic alliances affect these startups' ability to acquire the resources necessary for growth. Using the initial public offering (IPO) event as an early-stage measure for Internet startups' performance and controlling for the IPO market environment, this study found that three factors positively influenced a startup's time to IPO: the better the reputations of participating venture capital firms and strategic alliance partners were, the more money a startup raised, and the larger was the size of a startup's network of strategic alliances.     

Disclosure of Downside Risk and Investors' Use of Qualitative Information: Evidence from the IPO Prospectus's Risk Factor Section

I use the context of a company's initial public offering (IPO) of equity securities as a capital‐market setting to empirically study the economic consequences of risk factor disclosures. Using data from Australian IPOs, I examine the relation of textual risk disclosures in the prospectus to initial underpricing. I find that the quantity of disclosures in the risk factor section itself has no significant impact on initial underpricing. However, an increase in the informativeness of risk factor disclosures is associated with lower IPO underpricing. My results suggest that IPOs that provide informative risk factor disclosures have less ex ante uncertainty, in the sense that the disclosures help investors estimate the dispersion of secondary market value. The effect of informative risk factor disclosures on IPO underpricing is more pronounced for IPOs with less prestigious lead underwriters and is mainly driven by younger firms, smaller firms, and firms with poorer operating performance prior to their IPOs. Collectively, my findings suggest that informative disclosures of downside risk are useful for investors to evaluate IPOs.     

从行为金融角度浅析IPO折价交易现象

IPO折价现象是中外证券市场上普遍存在的一种现象。本文着重从行为金融理论的噪声交易者行为假说及自我归因假说分析了了IPO折价的原因,并得出成功的投资者是那些在大多数投资者认识到他们的行为偏差之前采取行动的投资者的结论。     

我国保险业资本运营战略定位与基本路径选择

面对国际保险业金融化趋势和混业经营时代的到来,我国保险业要想在竞争激烈的市场环境中提升自己的核心竞争力,做到快速成长与发展,就必须紧紧依托资本市场,通过收购兼并、保险资金投资、保险证券化、保险产品与服务开发和资本市场工具对接,以及海内外上市等基本手段,向银行、证券、信托、基金等非保险金融领域渗透,培育多元化保险(金融)集团,尽快实现保险业混业经营。     

New insights into venture capitalists' activity: IPO and time-to-exit forecast as antecedents of their post-investment involvement

We examine how VCFs' forecast of an IPO exit affects their breadth of advising and the likelihood of founder–CEO replacement shortly after they invest in a new venture. Moreover, we examine how the expected time-to-exit moderates these relationships. Our findings show that the likelihood of founder–CEO replacement upon receiving venture capital funding is significantly greater if a VCF perceives this company as a potential IPO as opposed to a trade sale, and this likelihood increases if the forecasted time-to-exit is short. We also illustrate how the breadth of advice varies as a function of the forecasted IPO and time-to-exit.     

An Empirical Study of the Impact of CEO Characteristics on New Firms' Time to IPO*

An initial public offering (IPO) is one of the most critical events in the life of a firm. As the IPO market continues to attract attention from both entrepreneurs and investors, research examining the relationship between the firm's characteristics and its IPO performance is growing. In this paper, we use the upper echelon perspective to empirically examine the relationship between the firm's chief executive officer (CEO) and the firm's time to IPO, a relationship that has so far received little attention. Using data obtained from 237 IPOs in the U.S. software industry, we found that the CEO's prior executive experience, network, and age are significantly related to the new firm's time to IPO. This study extends the understanding of the important role of the CEO in the IPO and provides investors greater insight into those variables that influence the speed with which firms go public.     

Dual-track versus single-track sell-outs: An empirical analysis of competing harvest strategies

We investigate two non-traditional harvest strategies for selling a privately-held company. Dual-track private firms file for an IPO while also courting acquirers. These firms withdraw the IPO to be taken over. Dual-track public firms complete an IPO and are taken over shortly thereafter. Examining 679 takeovers from 1995–2004, we find private dual-track sell-outs earn a 22–26% higher premium and dual-track public sell-outs earn an 18–21% higher premium than single-track sell-outs. Larger, VC-backed, prestigious underwritten, and bubble-year firms have a higher propensity to take the dual-track path. The implication is that entrepreneurs may increase their harvest value by using a dual-track strategy.     

Is venture capital worth it? Effects on firm performance and founder returns

This paper extends research on venture capital (VC) finance by studying its effects on a venture's performance and on its founders' returns beyond an initial public offering (IPO). A “founder performance” construct, defined as a founder's financial and nonfinancial returns, is proposed and used to measure and compare returns to founders with returns to investors and firm performance. In general, venture characteristics pre-IPO and venture performance post-IPO were not significantly different when comparing ventures with and without VC backing. Only when VC backing is very high, do pre-IPO resources and funding improve significantly. However, higher levels of resource endowments did not seem to affect post-IPO performance for the venture or its investors. On the other hand, founders resorting to VC funding before taking their company public generated significantly less wealth for themselves and were less likely to remain as CEOs of their ventures after the IPO. Results suggest that founders motivated primarily by wealth creation and those motivated by remaining in control of their ventures should, in both instances, minimize VC backing when taking their ventures public. The finding that founder performance differs from venture and investor performance calls for future research to explore potential conflicts of interest that may arise from the double role of founders as principals and agents.     

试论上市公司信息披露失真问题及规制

上市公司的信息披露失真问题历来是证券市场上重点规制的对象。我国上市公司信息披露失真既有外部监管方面的原因,也有内部体制的问题,应通过调整信息披露标准、建立上市公司的证券信用评级制度、完善上市公司内部治理结构、落实惩罚性赔偿责任等措施来遏制会计信息披露失真。     

注册制下我国上市公司信息披露制度的重构与完善

注册制改革把对公司进行价值判断的权利更多地交还投资者，而要避免可能随之而来的“柠檬市场”，则须进一步完善我国的信息披露制度。从信息披露系统内部看，我国资本市场信息尚未实现有效流动，存在“信息堆积”现象；从信息披露系统外部看，机制参与主体单一，对信披质量的监督力量匮乏。重构上市公司信息披露制度，需要进行披露内容形式简明化与有效化改革，完成信息披露由“监管者导向”向“投资者导向”的逻辑转变；同时，有必要引导证监会之外的市场多元主体力量在信息披露机制中发挥更大作用，推动注册制下的中国证券市场持续革新。     

Investment banking in the gulf: A case study of investcorp in bahrain

Investcorp is a low-profile investment banking company that was originally founded on the tiny island of Bahrain in the Arabian Gulf. Although little known to the general public, the company is a major player in North American and European investment markets. This case study presents a profile of the company, its founder, Nemir Kirdar, and his three “founding friends.” It relates details of the company's successes and explores how these were achieved. As most of the original Management Committee members are preparing to retire, efforts are being made to ensure the continuing prosperity of the company. This requires the risky step of appointing an almost completely new management team. Readers are invited to reflect on the likely success of this strategy and whether Investcorp's focus on North America and Europe remains appropriate in a global marketplace.     

从美林复兴看我国证券公司的业务整合

近几年来,随着我国证券市场改革的进一步推进和市场化国际化程度的不断提高,证券公司的经营环境发生了很大变化,整个行业遭遇生存危机。如何寻求发展方向走出困境是摆在我国证券公司面前亟待解决的一大课题。分析美林公司的复兴之路,对我国证券公司进行业务整合不无启迪。     

The Effects of Information Disclosure and Board Independence on IPO Discount*

This paper examines the effect of strategic information disclosure and corporate governance on the stock market performance of initial public offering (IPO) firms in France. It argues that information disclosure and board independence mitigate agency problems between the IPO firm and investors, thus reducing the IPO discount defined as the difference between the offer price and the intrinsic value of the firm. However, extensive disclosure may damage the firm's competitive advantage and lead to a curvilinear (an inverted U‐shape) relationship between information disclosure and the IPO discount. Further analysis suggests that it is not necessarily the quantity of information, but rather the type of information, that causes the IPO discount to increase with the amount of disclosure.