Another Look at Bookbuilding,Auctions, and the Future of the IPO Process

In an earlier series of articles published in this journal, one of the three authors of this article predicted the rise of auction IPOs, possibly to the point of displacing the traditional bookbuilding process for pricing and allocating IPOs, only to find himself forced to explain in later articles the continuing preference of issuers for the conventional IPO process. In a 1999 article, for example, this author cited WR Hambrecht as posing a serious challenge to bookbuilding. And in a 2005 article, shortly after Google used an auction for its IPO, he suggested that the time was ripe for change. In this article the authors revisit the debate, taken up most recently in a 2012 exchange between Congressman Darrell Issa and the SEC. They begin by discussing why bookbuilding persists before focusing on several recent developments that could undermine the case for bookbuilding. The authors point out that bookbuilding rests on banks' discretion in allocating IPO shares and, critically, on both issuers and investors trusting that it will be deployed appropriately. After discussing developments that have undermined trust in the financial markets, the authors suggest that, when combined with recent regulatory changes intended to streamline public offerings by small firms, such changes have created opportunities for auctions to gain traction in the U.S. IPO market.     

Bids and Allocations in European IPO Bookbuilding

This paper uses evidence from a data set of 27 European IPOs to analyze how investors bid and the factors that influence their allocations. We also make use of a unique ranking of investor quality, associated with the likelihood of flipping the IPO. We find that investors perceived to be long‐term holders of the stock are consistently favored in allocation and in out‐turn profits. In contrast to Cornelli and Goldreich (2001) , we find little evidence that more informative bids receive larger allocations or higher profits. Our results cast doubt upon the extent of information production during the bookbuilding period.     

Information Collection and IPO Underpricing

This study provides new evidence that IPO underpricing is economic rents paid for investor to gather costly information. Subrahmanyam and Titman (1999) report that diverse investor information, once aggregated in the public market, could provide a more informative stock price and accurate feedback to firm’s investment decision. I investigate the hypothesis that IPO underpricing as economic rents could be higher, when investor information is diverse. In support of this hypothesis, I find a positive and significant correlation between the extent of underpricing and the information diversity measure proposed by Barron et al. (1998). There is a positive and significant correlation between this information diversity measure and an IPO firm’s subsequent (absolute) change in capital and R&D expenditures. In addition, firms with high information diversity measure and change in subsequent investment exhibit a better subsequent return performance than firms with low diversity and change in investment. This is consistent with the proposition that investor information serves as useful feedback for managers in the IPO market.JEL Classification: G32     

Ownership Structure and IPO Underpricing

Abstract:   Stoughton and Zechner (1998) and Brennan and Franks (1997) argue that underpricing can be employed to determine post IPO ownership structure, and thereby to influence monitoring and/or control of the company post issue. This paper employs unique data relating to shareholdings of firms listing on the London Stock Exchange, and provides compelling evidence that IPO underpricing does not arise from efforts to determine the ownership structure of the post IPO firm. It is suggested that research is directed elsewhere to find an answer to the underpricing phenomenon, and for means other than IPO underpricing to affect post IPO ownership structure.     

Acquisition Activity and IPO Underpricing

We propose an “M&A activity” hypothesis as a partial explanation for initial public offering (IPO) underpricing. When going public during active corporate control markets, managers may take actions to safeguard their control. In support of this conjecture, we find that pre-IPO M&A activity directly explains IPO underpricing. We also find that underpricing and ownership dispersion are positively correlated, as are ownership dispersion and the probability of remaining independent. Considering the possibility that some managers take their firms public to be acquired, we find that the positive link between M&A activity and underpricing is not robust for firms that are viewed as likely targets.     

IPO Underpricing and After-Market Liquidity

The underpricing of initial public offerings (IPOs) is generallyexplained with asymmetric information and risk. We complementthese traditional explanations with a new theory where investorsworry also about the after-market illiquidity that may resultfrom asymmetric information after the IPO. The less liquid theaftermarket is expected to be, and the less predictable itsliquidity, the larger will be the IPO underpricing. Our modelblends such liquidity concerns with adverse selection and riskas motives for underpricing. The model’s predictions aresupported by evidence for 337 British IPOs effected between1998 and 2000. Using various measures of liquidity, we findthat expected after-market liquidity and liquidity risk areimportant determinants of IPO underpricing.     

Urban Economic Openness and IPO Underpricing

This paper represents a first attempt to employ a macroeconomic approach to explain the high and varying IPO underpricing within a single emerging market. We examine the empirical impact of trade openness on the short-run underpricing of initial public offerings (IPOs) using city-level data. Particularly, we argue that urban economic openness (UEO) has a significant impact on the productivity and on prices of both direct and indirect real estate due to productivity gains of companies in more open areas. This in turn positively affects the firm’s profitability, enhancing the confidence in local real estate markets and future company performance, hence decreasing the uncertainty of the IPO valuation. As a result, issuers have less incentive to underprice IPO shares. We use a sample of Chinese real estate IPOs, which offer a suitable laboratory thanks to their strong geographic investment patterns focused locally and a country with a highly heterogeneous openness across regions. Controlling for traditional firm- and issuing-specific characteristics of IPOs that are used for developed markets and Chinese-related features (i.e. listing location and state ownership), we find the evidence that companies investing in economically more open areas experience less IPO underpricing. Our results show great explanatory power and are robust to different specifications.     

Country-level Accounting Enforcement and IPO Underpricing

Using a sample of up to 2,503 initial public offerings (IPOs) in 32 countries from 2011–2017, we predict and find that higher levels of country-level accounting enforcement are associated with lower levels of IPO underpricing. IPOs in countries with a relatively low accounting enforcement score (second quintile) exhibit a mean underpricing of 19%, whereas the mean underpricing amounts to just 9% in countries with a relatively high score (fourth quintile). The results remain qualitatively the same when we employ a multi-level model or a difference-in-difference design. In countries that substantially strengthened their accounting enforcement in the 2003–2009 period, the level of IPO underpricing decreased significantly. We show that accounting enforcement matters for the cost of going public.     

Underpricing and Market Power in Uniform Price Auctions

In uniform auctions, buyers choose demand schedules as strategiesand pay the same "market clearing" price for units awarded.Despite the widespread use of these auctions, the extant theoryshows that they are susceptible to arbitrarily large underpricing.We make a realistic modification to the theory by letting prices,quantities, and bids be discrete. We show that underpricingcan be made arbitrarily small by choosing a sufficiently smallprice tick size and a sufficiently large quantity multiple.We also show how one might improve revenues by modifying theallocation rule. A trivial change in the design can have a dramaticimpact on prices. Our conclusions are robust to bidders beingcapacity constrained. Finally, we examine supply uncertaintyrobust equilibria.     

IPO Underpricing over the Very Long Run

A central measure of the efficiency of the Initial Public Offering (IPO) market is the extent to which issues are underpriced. We present new and comprehensive evidence covering British IPOs since World War I. During the period from 1917 to 1945, public offers were underpriced by an average of only 3.80%, as compared to 9.15% in the period from 1946 to 1986, and even more after the U.K. stock market was deregulated in 1986. The post-WWII rise in underpricing cannot be attributed to changes in firm composition, and occurred in spite of improvements in regulation, disclosure, and the prestige of IPO underwriters.     

Strategic Behavior and Underpricing in Uniform Price Auctions: Evidence from Finnish Treasury Auctions

We contribute to the debate on the optimal design of multiunit auctions by developing and testing robust implications of the leading theory of uniform price auctions on the bid distributions submitted by individual bidders. The theory, which emphasizes market power, has little support in a data set of Finnish Treasury auctions. A reason may be that the Treasury acts strategically by determining supply after observing bids, apparently treating the auctions as a repeated game between itself and primary dealers. Bidder behavior and underpricing react to the volatility of bond returns in a way that suggests bidders adjust for the winner's curse.     

Value Gains on Flotation and IPO Underpricing

Abstract:  Utilising a unique dataset of 502 UK IPOs we undertake an empirical analysis of the relationship between underpricing and value gains on flotation. We find support for our hypothesis that IPO underpricing is related to the extent of anticipated value gains on the private to public transition. We analyse alternative driving mechanisms behind this relationship, and our results suggest that the underpricing of IPOs is driven by both underwriters and issuing company directors, each of whom derive net benefits over the longer term from underpricing at the IPO.     

我国上市公司首次公开发行抑价实证研究

实证研究表明,显著影响新股发行抑价的因素包括承销商和发行人的择时因素、市盈率水平和发行规模;而发行政策的变化、不同的行业特征、新股上市首日大盘涨跌幅对于新股发行抑价的影响并不明显.承销商和发行人的发行择时能力主要体现在相对适中的时间间隔范围内(10个交易日和15个交易日),同时,短期内大盘走势(5个交易日)与新股发行抑价并没有显著关系.     

The Credibility of Earnings Forecasts in IPO Prospectuses and Underpricing

This paper provides empirical evidence of the impact of the voluntary disclosure of management earnings forecasts in IPO prospectuses and of the credibility of these forecasts, as perceived by investors at the time of the IPO. We measure forecast credibility ex ante with two approaches: (i) a vector of determinants of credibility that are observable by market participants at the time of the issue and (ii) the predicted value of the forecast error based on some of these determinants. Controlling for the firm's decision on whether or not to issue a forecast, we find that the issue of a forecast reduces underpricing. We find that the quality of the firm's governance and of the auditor and underwriter associated with the issue seems to act as a substitute to the disclosure of an earnings forecast in the prospectus, so that they significantly decrease the level of underpricing only for non‐forecasters. However, despite our various approaches to measure ex ante credibility, we find no association between the pricing of the issue and perceived forecast credibility at the time of the IPO.     

浅析我国近期IPO市场发行抑价之成因及对策

IPO抑价是各国在新股发行时所普遍存在的现象.合理的IPO抑价是股票发行人与主承销商所应当给予投资者的回报,但是过高的抑价倍数将可能伤害到部分投资者的认购积极性及本次发行的融资效率.在我国,IPO抑价问题较为突出,因此,应当结合我国特殊情况进行针对性的分析,在巩固前期新股发行制度改革的基础上,进一步从估值技术、市场化定价、扩大新股供应量等多方面进行完善.     

承销商托市与新股折价

引言新股首次公开发行(initial public offerings,IPOs)的高初始收益率(即上市首日交易价格高于发行价格)现象自20世纪70年代以来一直是财务学界研究的一个重要领域。我国的证券市场长期以来也一直续演着“新股不败”的神话，每一次新股发行往往伴随着巨额的申购资金和上市后的惊人涨幅。……     

中国股市首次发行抑价原因的实证研究

新股发行抑价问题被称之为金融学之谜,国内外对此问题的研究多基于有效市场假设,很少考虑到市场非有效情况。在市场非有效条件下,导致新股发行抑价原因可以是一级市场发行价格的原因,也可以是二级市场交易价格的原因,或者二者共同作用的结果,这需要从实证角度给予回答。     

IPO Underpricing, Firm Quality, and Analyst Forecasts

We find that IPO underpricing is positively related to post-IPO growth in sales and EBITDA, but is not significantly related to growth in earnings. Our evidence suggests that accrual reversals or earnings management may cause this inconsistency. We interpret the growth rates of sales and EBITDA as measures of firm quality, and conclude that our evidence supports the notion that IPO firms with greater underpricing are of better quality. Our tests on analysts' earnings forecast errors show that analysts are less positively biased in their earnings forecasts for IPO firms that have greater underpricing.     

Evidence on Price Stabilization and Underpricing in Early IPO Returns

Using data on 560 firm-commitment initial public offerings of common stock for the 1982–1983 period, we find that the cross-sectional distribution of one-day returns is modeled better as a mixture of two distributions, with the parameter estimates of one distribution being consistent with underpricing and the other with price stabilization. Further, the evidence that early IPO returns are drawn from a mixture distribution persists for at least four weeks. The implications of these results for the analysis of IPO returns are illustrated by examining the influence of a measure of ex ante price uncertainty on IPO pricing.     

The Effect of Banking Relationships on the Firm's IPO Underpricing

This paper investigates the effects of pre‐IPO banking relationships on a firm's IPO. Using a new and unique data set, which compares the firm's pre‐IPO banking relationships to the underwriters managing the firm's new issue, I test whether banking relationships established before the firm's IPO ameliorate asymmetric informa tion problems behind high IPO underpricing. The results show that firms with a pre‐IPO banking relationship with a prospective underwriter face about 17% lower underpricing than firms without such banking relationships. These results are robust to controlling for the firm's endogenous selection of the pre‐IPO banking institution.