Going Public – IPO Lecture
Lecture1InvestorRelations投资者关系
IPO and IR
• IPO Communications
– Communications to potential investors prior to a company becomes a listed company
• IR communications
– Communications to shareholders and potential investors for a listed company
– SFC – Government licences – Industry associations
• Financial institutes concern image, trust and confidence • Financial PR activities are mostly services and product oriented
Objectives of Investor Relations
• To see that the company is understood, in terms of its activities and objectives, and is favourably regarded in the financial and capital markets and in the investment community, and foster a consistent and positive corporate image
Investor Relations
• Investor relations is a discipline of financial PR • Investor relations is the communications between a listed company
证券市场 Security market
The Importance of Financial Markets
• Helps businesses and governments raise funds by selling securities. • Provides a place where investors can invest excess funds to earn a return. • Helps channel funds from savers to borrowers. • Helps allocate cash to where it is most productive.
Foreign Markets
• South-east Asia has been the fastest growing region. • Japan has one of the largest markets but has been in a slump for many years. • China and India, on population growth, will become major economies.
• CHESS = clearing house for securities traded on the ASX
– Facilitates security title transfer and exchange of money within 3 days of every trade
• POSIT = electronic trading system used by large institutions.
– New securities are sold bypassing the open market. – Lower issue costs, less regulation of prospectus
Unit 6 Going west 同步讲解与练习
Unit 6 Going west (同步讲解与练习) Unit 6 Going west (同步讲解与练习)Unit 6 Going West 同步讲解点击词汇表1．appl运用，应用某事物The resularch can be applied to new devellogy.这项研究成果能应用于新的技术开发方面。
I’d never apply the word “readable” to ab我决不会把他的任何一本书称为是“可以一读的”。
apply (to sb) (for sth) 申请，请求We’ve applied to a charitable organizaa gra我们已向一个慈善机构提出申请，要求其为这个项目提供资助。
apply to sb/sth 与某人／某物有关；有效；适用What I have said applies onlu.我所说的仅仅适用于你们中的部分人。
apply oneself//doing sth 集中精力（做事）；专心You will only pass your exau really apply yourself to your work/studying.你只有真正专心致志学习，考试才能及格。
2．adapt (sth/oneself)适应新环境等Many software companies have adapted popularprograw operating许多软件公司改编通用程序以适应新的操作系统。
The good thing about childat they adapt very easily to new env儿童的好处在于他们可以很容易地适应新环境。
adab/sth 使某事物适合于新的用途、情况等；修改某事物The play had been adaptedld该剧已被改编适合儿童观看。
3．add (sth) up 加起来The waiter can’t add up.这个服务员不会算账。
lecture 10
价格看涨时,获得期权费利益(部分)
价格看跌时,从IPO机构投资者手中按行使价购买股票
雷曼兄弟招商银行股票挂钩 结构存款
投资最长周期: 6个月 (最短1个月) 挂钩股票: 中国招商银行(3968.HK) 最低投资额:HK$500,000/US$65,000 每交易单面值(denomination): HK50,000/US$5,000/每单 潜在回报率(Coupon):
股权房地产资产证券化：REIT
房地产资产作为标底资产的证券 化种类
股权信托
拥有和管理能够产生现金流的房地产
投资或出售房地产 租赁 房地产开发 物业管理
抵押信托
直接向房地产的所有者或开发商提供信贷,房地产资产组合所获 得的租金和贷款利息收入为投资者收益 间接购买房地产抵押证券 股权和抵押REIT结合
雷曼兄弟招商银行股票结构存款
参考股价(reference price): 敲定日估价时间价格 行使价: 94%参考股价 优惠券设定的股价(票息价): 105%参考股价 赎回时股价: 105%参考股价 提前赎回: 如股票在各观察期的最后一天接近或超过相应 的赎回价, 存单将会按100%本金和相应的利率收入赎回. 到期赎回: (1) 如果到期股价接近或超过行使价, 投资者收到100% 本金和相应利息 (2)如果到期股价接近或低于行使价, 投资者收到按行使 价计算的股票数外加相应利率收入
第十讲：企业上市与 资产证券化
曹勇 新加坡，南洋理工大学
公司股权的私募与公开发售的区别
私募将公司股份卖给少数策略投资者，如， 风投与私募基金，富裕人士(angels天使)
IPO waves, product market competition, and the going public decision
IPO waves,product market competition,and the going public decision:Theory and evidence$Thomas J.Chemmanur a,Ã,Jie He ba Carroll School of Management,Boston College,MA02467,USAb Terry College of Business,University of Georgia,GA30602,USAa r t i c l e i n f oArticle history:Received30December2009Received in revised form19July2010Accepted25October2010Available online16March2011JEL classification:G32Keywords:IPO wavesProduct market competitionGoing publica b s t r a c tWe develop a new rationale for initial public offering(IPO)waves based on productmarket considerations.Twofirms,with differing productivity levels,compete in anindustry with a significant probability of a positive productivity shock.Going public,though costly,not only allows afirm to raise external capital cheaply,but also enables itto grab market share from its private competitors.We solve for the decision of eachfirmto go public versus remain private,and the optimal timing of going public.Inequilibrium,evenfirms with sufficient internal capital to fund their new investmentmay go public,driven by the possibility of their product market competitors goingpublic.IPO waves may arise in equilibrium even in industries which do not experience aproductivity shock.Our model predicts thatfirms going public during an IPO wavewill have lower productivity and post-IPO profitability but larger cash holdingsthan those going public off the wave;it makes similar predictions forfirms goingpublic later versus earlier in an IPO wave.We empirically test andfind support for thesepredictions.&2011Elsevier B.V.All rights reserved.1.IntroductionThe existence of IPO waves,otherwise known as‘‘hot’’IPO markets,has been widely documented:see, e.g.,Ritter(1984).The reasons for the existence of such IPOwaves,however,are less widely understood.Two recenttheoretical models of IPO waves are Pastor and Veronesi(2005)and Alti(2005).Pastor and Veronesi(2005)arguethat IPO waves are generated due to the‘‘real option’’effect of going public:entrepreneurs possess a real optionto take theirfirms public,invest part of the IPO proceeds,and begin producing,and,in a setting of time-varyingContents lists available at ScienceDirectjournal homepage:/locate/jfecJournal of Financial Economics0304-405X/$-see front matter&2011Elsevier B.V.All rights reserved.doi:10.1016/j.jfineco.2011.03.009$For helpful comments and discussions,we thank Kenneth Ahern,Pierluigi Balduzzi,Walid Busaba,David Chapman,Craig Dunbar,Joseph Fan,Shan He,Clifford Holderness,Gang Hu,Jiekun Huang,Tim Jenkinson,Yawen Jiao,Karthik Krishnan,Praveen Kumar,Alan Marcus,Ronald Masulis,Debarshi Nandy,Tom Noe,Neil Stoughton,Paul Povel,Jun Qian,Jonathan Reuter,Ronnie Sadka,Philip Strahan,Robert Taggart,Hassan Tehranian,and Xuan Tian. We also thank seminar participants at Boston College,The Chinese University of Hong Kong,Concordia University,George Washington University, Hebrew University of Jerusalem,Nanyang Technological University,National University of Singapore,Oxford University,Singapore Management University,Tel-Aviv University,University of Georgia,University of Houston,University of Illinois at Chicago,University of New South Wales,University of Western Ontario,and conference participants at the RICAFE2008conference at Amsterdam,the FIRS2009Meetings at Prague,the2009Southwestern Finance Association Meetings,the2009Financial Management Association Meetings,the2009Midwestern Finance Association Meetings,the2009 Eastern Finance Association Meetings,the2009Northern Finance Association Meetings,and the2009Southern Finance Association Meetings for helpful comments.Special thanks to Bill Schwert and an anonymous referee for several helpful comments.The research presented in this paper was conducted while the authors were special sworn status researchers at the Boston Research Data Center of the U.S.Census Bureau.Any opinions and conclusions expressed herein are those of the authors and do not necessarily represent the views of the U.S.Census Bureau.All results have been reviewed to ensure that no confidential information is disclosed.Any remaining errors or omissions are the responsibility of the authors.ÃCorresponding author.E-mail address:chemmanu@(T.J.Chemmanur).Journal of Financial Economics101(2011)382–412market conditions,choose the best time to exercise this option.When stock market conditions are sufficiently favorable(expected market return is low,expected aggre-gate profitability is high,and prior uncertainty is high), many entrepreneurs exercise their options to go public, thus generating an IPO wave.Alti(2005)focuses instead on information spillovers across IPOs to generate IPO waves.He considers a setting in which IPOs are sold to institutional investors,who are asymmetrically informed about a valuation factor common across privatefirms. Since IPO offer prices are set based on investors’indica-tions of interest,the outcome of an IPO(a high versus low IPO offer price)reflects information that was previously private,reducing information asymmetry across investors and reducing valuation uncertainty for future issuers, thereby triggering an IPO wave.While the above two theoretical analyses have driving forces quite different from each other,they also have one feature in common:they are both driven by considera-tions of stock market valuation and stock returns:the aggregate stock market in the case of Pastor and Veronesi (2005),and stock valuation in the IPO market in the case of Alti(2005).While stock market valuation is indeed an important driving force behind the creation of IPO waves, another driving force that has not been analyzed so far in the literature is product market competition.The objec-tive of this paper is to develop a theory of the timing of a firm’s going public decision and IPO waves based on product market considerations that allow us to answer several interesting questions:First,which industries are most likely to have an IPO wave?Second,what are the differences betweenfirms that go public‘‘on the wave’’(i.e.,as part of an IPO wave)versus‘‘off the wave’’(i.e., either individually,or as part of a cold IPO market)both in terms of pre-IPO productivity and post-IPO product mar-ket performance?Third,within the set offirms going public as part of an IPO wave,does timing matter:i.e.,is there a difference in productivity and post-IPO perfor-mance(as well as otherfirm characteristics)between firms that go public earlier in an IPO wave versus later in the wave?1Our theoretical model answers these and related questions,and we empirically test the implica-tions of our theory.Our theory departs from existing analyses with the assumption that going public not only allows afirm to raise capital at a lower cost than if it were a privatefirm, but also allows it to grab market share from competitors who remain private.It is particularly interesting to examine,both theoretically and empirically,the implica-tions of the notion that going public enables afirm to grab market share from competitors in the product market, since there is some anecdotal evidence from practitioners that this is indeed the case in practice.2We do not make any assumptions regarding the precise mechanisms through whichfirms going public early are able to grab market share from their competitors:possible mechan-isms include gaining additional credibility with customers and suppliers;being able to hire higher-quality employ-ees as a publicfirm and rewarding them more efficiently using stock and stock options;and being able to acquire relatedfirms in the same industry(holding patents valuable for introducing various product innovations) through takeovers paid for using their own(publicly traded)stock.3We consider an industry with twofirms:firm1and firm2,both of which are private to begin with.Eachfirm has a scalable project with decreasing returns to scale, which it proposes to implement.Firm1has higher productivity of capital compared tofirm2,so that its equilibrium scale of investment is higher than that offirm 2.Eachfirm has a certain amount of internal capital available to it as a privatefirm.However,if the amount of capital required for investment exceeds the above internal capital,thefirm needs to either scale back its investment(i.e.,operate at a scale smaller than its optimal level)or raise externalfinancing by going public.4Thus, going public has two benefits in our setting:it allows the firm to raise externalfinancing if necessary,and also allows it to grab market share from otherfirms in the industry that are private.On the other hand,going public is costly:we assume that eachfirm has to incur a significant cost if it chooses to go public.Eachfirm knows its own productivity,and also that their industry may soon experience a positive productiv-ity shock with a certain probability.We assume that,in the absence of a productivity shock,the available internal1While we are not aware of any prior empirical analyses of this question,there is some anecdotal evidence that higher-qualityfirms go public earlier in an IPO wave:see,e.g.,the Harvard Business School Case ImmuLogic Pharmaceutical Corporation(B-2).To quote:‘‘The one certainty about the current open window for biotechnology initial public offerings(IPOs)was that sooner or later it would shut again.Further-more,he(Henry McCance)has observed that in past periods of intense IPO activity,the bestfirms tended to go public early in the cycle,while lower-qualityfirms went public later.’’See also Ritter and Welch(2002) for a discussion of practitioner arguments on the timing offirms going public within an IPO wave.2To quote Killian,Smith,and Smith(2001):‘‘An IPO can establish its brand and gain loyal customers ahead of competitors.Palm established itself as the leader with a suite of spiffy handheld devices and great marketing,grabbing80%of market share.Then Handspring,founded by Palm alums,created a device with a twist:add-on modules that allow Handspring users to download and play music or to access the Internet. Handspring priced its PDAs aggressively and captured most of the remaining(market)share.With these two aggressive players dominat-ing PDA sales,it was very difficult for a new entrant to compete.Even Microsoft,with its billions of dollars of marketing clout,retreated from thefield.’’Killian,Smith,and Smith(2001)also give a number of examples from other industries wherefirms that went public earlier were able to grab significant market share in their industry.Examples include Affymetrix,the maker of microchips that identify and analyze gene sequences;Petsmart,the pet superstore,which went public ahead of its competitor,,and grabbed significant market share;and Capstone Turbine,the maker of microturbines,which was thefirst to introduce such turbines for commercial use.3Another possibility is that a publicfirm may compete more aggressively in the product market than a privatefirm,since a risk-averse entrepreneur mayfind it easier to diversify his personal portfolio and therefore care less about operating risk after going public:see Chod and Lyandres(2011),who develop a model formalizing this argument.4Thus,for simplicity,we assume that it is prohibitively costly for thefirm to raise externalfinancing as a privatefirm.However,note that all our results go through as long as the cost of externalfinancing is significantly cheaper for a publicfirm compared to that for a private firm.T.J.Chemmanur,J.He/Journal of Financial Economics101(2011)382–412383capital will be enough to fund the projects of bothfirm1 andfirm2at their optimal scale.If,however,a produc-tivity shock is realized,firm1(which has higher produc-tivity to begin with)needs to go public to raise external financing in order to operate at its new optimal scale, whilefirm2will continue to have enough internal capital to operate at its new optimal scale(since,given its lower level of initial productivity,its new optimal scale will be smaller than its available internal capital even after the productivity shock is realized).We allow afirm to go public either early(before the productivity shock is realized)or late(after the shock is realized).We assume that there will be two rounds of competition for market share between the twofirms in the product market:one before the productivity shock is realized,and another one afterward.We solve for the equilibrium time at which eachfirm goes public(if at all),which in turn determines whether or not there is an IPO wave(we define an IPO wave as a situation where bothfirms in the industry go public). There arefive possible equilibria in our model,depending on the following four parameter values:the magnitude of a potential productivity shock;the probability of a pro-ductivity shock;the cost of going public;and the levels of initial productivity of eachfirm in the industry.Consider first the benchmark equilibrium,where going public merely allows afirm to raise externalfinancing(and does not give it any advantage in terms of competing for market share).In this case,the lower-productivityfirm 2remains private throughout,regardless of whether or not there is a productivity shock,since going public is costly and it has adequate capital to fund its project at its optimal scale even in the event of a productivity shock. Firm1will go public only if a productivity shock is realized,since going public does not give it any advantage in terms of competition for market share,and the only reason for going public is to raise externalfinancing (which becomes necessary if and only if a productivity shock is realized).Consider now the full-fledged model,where going public enables afirm to grab market share from compe-titors.There are three categories of equilibria in this case, depending on the model parameters discussed earlier.The first category of equilibria involves an IPO wave occurring even without the realization of a productivity shock:i.e., bothfirms go public early without waiting to see whether a productivity shock is realized or not.The second category of equilibria involves bothfirms going public, but at least one of the twofirms goes public only if a productivity shock is realized:in other words,an IPO wave occurs only in the event of a productivity shock.The third category of equilibria involvesfirms going public off the wave:i.e.,only one of the twofirms goes public,and the other remains private throughout.To understand the intuition behind the above equili-bria,it is useful to consider the costs and benefits of going public versus remaining private,as well as those of going public early versus late.Considerfirstfirm1.Thisfirm has two benefits from going public.First,in the event of a productivity shock,its internal capital is not sufficient to fund its investment to its optimal level,so that it needs to raise additional capital by going public.Second,by going public,it can grab market share fromfirm2,in the event that the latter remains private.Its cost of going public is the deadweight cost discussed earlier.Now considerfirm 2.Since its productivity is lower,its only benefit from going public is to preventfirm1from grabbing market share from it(and to grab market share fromfirm1in the event that it does not go public);recall that we have assumed thatfirm2’s initial productivity is low enough that,even after the shock,it can still fund its investment at its optimal level using internal capital.Note,however, that a productivity shock nevertheless increases its ben-efit of going public,since its profits from additional market share will be greater if its productivity is greater. For eitherfirm,the trade-off between going public early versus late is as follows.The advantage of going public early is that thefirm is able to grab market share from the otherfirm(and to prevent the otherfirm from grabbing market share from it)in two rounds of product market competition.The disadvantage of going public early is that it incurs the cost of going public before it knows for sure whether a productivity shock is realized(so that the firm may end up being public in a situation where no shock is realized,and it would have been better off remaining private).Note that the benefit of going public early versus late is always greater forfirm1than forfirm 2(since it has multiple reasons for going public,while firm2has only the benefit of grabbing market share);on the other hand,the cost of going public is the same for bothfirms.We show that the above trade-offs result in the higher-productivityfirm going public alone in equili-brium in the absence of an IPO wave.Further,if the equilibrium involves an IPO wave,the higher-productivity firm always goes public either earlier than or at the same time as the lower-productivityfirm.Our theoretical analysis yields several testable predic-tions.Thefirst prediction is that,on average,firms going public outside an IPO wave(i.e.,in a cold market)will have higher productivity and post-IPO profitability than those going public within an IPO wave.Second,on average,firms going public earlier in an IPO wave will have higher productivity and post-IPO profitability than those going public later in the wave.Third,since our model predicts thatfirms going public outside an IPO wave have higher average pre-IPO productivity,and given that higher-productivityfirms have a larger optimal scale,firms going public in an IPO wave will,on average,hold more cash on hand thanfirms going public off the wave (for a given amount raised in the IPO).Similarly,our model predicts thatfirms going public later in an IPO wave will,on average,hold more cash on hand thanfirms going public earlier in the wave(for a given amount raised in the IPO).Before testing the implications of our theory,wefirst provide some evidence regarding our model assumption that going public allows afirm to grab market share from competitors who remain private.For this empirical ana-lysis,we make use of the Longitudinal Research Database (LRD)of the U.S.Census Bureau,which covers the entire universe of private and public U.S.manufacturingfirms. Wefind that IPOfirms experience an increase in theirT.J.Chemmanur,J.He/Journal of Financial Economics101(2011)382–412 384market share soon after they go public at the expense of their private competitors(Table3).Further,IPOs in a given industry are associated with a reduction in the market share of same-industry competitors,and this negative correlation is larger for competitors that are private (Table4).5There are two possible scenarios that can explain the abovefindings.First,going public causes an increase in the IPOfirm’s market share and a reduction in its competitors’market share(which is our model assumption).Second,the anticipation of increased market share induces afirm to go public.Without a valid instru-ment for the going public decision of afirm,it is difficult to distinguish between the above two scenarios.Thus,while the above results are broadly consistent with the main assumption of our model,we do not wish to claim that going public causes an increase in market share.6In other words,the objective of the above analysis is not to present convincing empirical support for the above assumption of our model.We believe that,like all other models,our model should be evaluated based on the evidence we present here regarding its predictions.We test the predictions of our model using three different data sets.We obtain our overall IPO sample from the Thomson Financial Securities Data Corporation(SDC) new issues database.We obtain the data required to calculate the total factor productivity(TFP)and the market share offirms remaining private as well as those going public(or are already public)from the LRD of the U.S. Census Bureau.Finally,we obtain data on the accounting performance of IPOfirms subsequent to going public(like return on assets(ROA)and cash holdings)from the Compustat database.To compare on-the-wave IPOfirms versus off-the-wave ones in the same industry,we define the‘‘hotness’’of an IPO market as the total number of IPOs in the same Fama-French industry within a90-day win-dow symmetrically surrounding the issuance date for any given IPO and use this number as a raw measure of the hotness of the IPO market in that industry for the particular issuance date under consideration.Consistent with ourfirst prediction,wefind that afirm that goes public within a hot period of eight other same-industry IPOs will,on average,have total factor productivity(TFP) 0.028less than afirm that goes public within a cold period of only one other same-industry IPO.Given that the mean of TFP in our sample is0.046,this represents a61% difference in TFP,which is economically significant.We alsofind that afirm that goes public within a hot period of eight other same-industry IPOs will,on average,have a post-issuance ROA1.1%less than afirm that goes public within a cold period of only one other same-industry IPO. Given that the mean of post-IPO ROA in our sample is5%, this represents a20%difference in post-issuance operating performance.We also use two refinements of the above measure for hotness andfind similar results.To compare leaders and followers in an IPO wave for a particular industry,wefirst identify and define IPO waves within that industry and then rank the IPOs in our sample within each wave by the order of their issuance dates. Consistent with our second prediction,wefind that afirm that goes public earlier in an IPO wave(among thefirst 25%offirms going public in this wave)will,on average, have TFP0.081more than afirm that goes public later in the wave(among the last25%offirms going public in this wave).Given that the mean of TFP in our sample is0.046, this represents a176%difference in TFP.Further,wefind that afirm that goes public earlier in an IPO wave(among thefirst25%offirms going public in the wave)will,on average,have an ROA2.3%more than afirm that goes public later in the wave(among the last25%offirms going public in the wave).Given that the mean ROA in our sample is5%,this represents a46%difference in post-issuance ROA.Similar results hold if we use alternative measures of how early an IPO takes place within a wave.The above empirical results regarding the TFP as well as post-IPO profitability offirms going public on the wave versus off the wave,and that offirms going public early in a wave versus later in the wave are also consistent with the predictions of a variation on the model of Pastor and Veronesi(2005)which relies on stock market conditions (details in Sections7.2.1and7.3.1).We therefore conduct several robustness tests to distinguish our predictions from those of that model andfind that,even after incorporating proxies for short-term and long-term mar-ket conditions as controls,there is residual empirical support for our model predictions.We alsofind evidence supporting our other predic-tions.Our results show that,on average,firms that go public in an IPO wave will hold more cash on hand after the IPO and experience a larger increase in cash and cash equivalents around the IPO date thanfirms that go public off the wave.Similarly,wefind thatfirms going public later in an IPO wave on average hold a larger cash balance on hand after the IPO and experience a larger increase in cash and cash equivalents around the IPO date thanfirms that go public earlier in the wave.Finally,since our model argues that product market competition is an important factor drivingfirms’going public decisions,we analyze whether and how industry concentration relates to the relationship between post-issuance operating perfor-mance and IPO timing(‘‘on the wave’’versus‘‘off the wave,’’and‘‘early in a wave’’versus‘‘later in the wave’’). Wefind that a higher level of industry concentration tends to weaken the difference in post-IPO performance betweenfirms that go public on the wave versus off the wave,and betweenfirms going public earlier in a wave versus later in the wave.We discuss the implications of thisfinding for our theory in Section7.5.Apart from the two theoretical analyses of IPO waves discussed earlier,the theoretical literature most directly related to this paper is the literature on the going public5See also Hsu,Reed,and Rocholl(2010),whofind thatfirmsexperience negative stock price reactions to completed IPOs in theirindustry and positive stock price reactions to IPO withdrawals.Further,they show that following a successful IPO in their industry,competingfirms show significant deterioration in their operating performance.Slovin,Sushka,and Ferraro(1995)present similar evidence in thecontext of equity carve-outs.6It is difficult tofind a convincingfirm-level instrumental variablefor afirm’s going public decision that satisfies the exclusion restrictionrequiring that the variable,while correlated with the going publicdecision,should not directly affect the subsequent product market shareof thefirm going public.T.J.Chemmanur,J.He/Journal of Financial Economics101(2011)382–412385decision:see,e.g.,Chemmanur and Fulghieri(1999)or Maksimovic and Pichler(2001).In a recent paper,Spiegel and Tookes(2007)develop a model of the relationship between product market innovation,product market competition,and the public versus privatefinancing decision in an infinite horizon model.In their model,the advantage of going public is the ability to obtain cheaper financing while the disadvantage is the disclosure requirements associated with going public that allow competitors in thefirm’s industry to copy the innovation. Another related model is Pastor,Taylor,and Veronesi (2009),in which an entrepreneur trades off the diversifi-cation benefits of going public against the cost of doing so (the loss of his benefits of control),in the presence of Bayesian learning about the average productivity of his firm.IPO waves are not the main focus of the above models.7,8In terms of empirical literature,this paper is most directly related to the papers studying hot and cold IPO markets(see,e.g.,Helwege and Liang,2004)and the literature studyingfluctuations in IPO volume(see,e.g., Lowry,2003;Lowry and Schwert,2002;or Benveniste, Ljungqvist,Wilhelm,and Yu,2003).Unlike our paper, Helwege and Liang(2004)mostly study IPO waves in the entire equity market rather than with respect to each industry,and conclude that there is no difference in the quality offirms going public in hot and cold IPO markets. In contrast to theirfindings,our empirical analysis indi-cates that there is indeed a significant difference in both pre-IPO productivity and post-IPO operating performance (both in the short and the long run)betweenfirms going public during an IPO wave versus those going public off the wave.The empirical literature on the going public decision(see,e.g.,Pagano,Panetta,and Zingales,1998;or Chemmanur,He,and Nandy,2010)is also indirectly related to this paper.9The rest of the paper is organized as follows.In Section 2,we describe our model setup,and in Section3we characterize its equilibria.We describe our testable pre-dictions in Section4and our data and sample selection procedures in Section5.We discuss variable construction and summary statistics in Section 6.In Section7,we describe our empirical results and conclude in Section8.2.The modelWe consider the going public decision of two compet-ing privatefirms in an industry.For simplicity,we assume that the twofirms are duopolies who split the total product market between them.The model has four dates (time0,1,2,and3).At time0,the two privatefirms are endowed with the same amount of initial capital and the same form of cash-flow-generating technology.Firm1has a market share of m andfirm2has the rest(1Àm).10 Without loss of generality,we assumefirm1to have a higher productivity A1thanfirm2,with productivity A2 (A14A2).As we shall see in Section2.1,bothfirms’long-term(time3)valuation increases with their market share and production efficiency(which depends on their pro-ductivity as well as their available capital).At time1,eachfirm knows that a productivity shock may take place at time2,in which case its productivity may increase by amount D Að40Þwith probability p.We denote the enhanced productivity offirm i as A iH A iþD A.Given this distribution of potential shocks, thefirms will calculate their expected optimal capital level and may go public in case of an expected funding shortage.Going public,at afixed cost of B,has two benefits.First,it can provide cheaper capital for afirm’s production than debt or private placements(i.e.,we assume that alternativefinancing methods are too costly to be feasible).Second,it can improve afirm’s efficiency in grabbing market share from its competitors,for example, by enhancing its credibility with customers and suppliers; allowing it to hire higher-quality employees as a public firm and rewarding them more efficiently using stock and stock options;or allowing it to acquire relatedfirms in the same industry through takeovers paid for using their publicly traded stock.After thefirms make their going public decisions,they will start thefirst round of product market competition,the details of which will be discussed in Section2.2.At time2,productivity shocks,if any,are realized,and afirm can go public at this stage if it has not already done so at time 1.The capital raised at this stage and the enhancement in its market-share-grabbing ability will also help thefirm increase long-term(time3)cashflows and thus raise its market valuation.The second round of product market competition now takes place and the total market share is redivided between the two rivals.At time3,thefirms’long-run cashflows are realized and distributed to shareholders,and they liquidate.We assume that all agents(firm managers,shareholders,and investors)are risk-neutral and the risk-free rate is zero. Everything in the model is publicly observable and7Yung,C-olak,and Wang(2008)develop a model in which time-varying investment opportunities lead to time-varying adverse selection in the IPO market.They test this model taking as given the premise that asymmetric information is revealed over time,andfind that hot-market IPOs are associated with greater cross-sectional return variance and higher delisting rates.Khanna,Noe,and Sonti(2008)develop a model of going public in which screening IPOs requires specialized labor,which is infixed supply.A sudden increase in demand for IPOfinancing increases the compensation of this screening labor,which results in reduced screening,resulting in submarginalfirms entering the IPO market.Their model predicts increased underpricing in hot markets.Boot,Gopalan, and Thakor(2006)study an entrepreneur’s choice between private and public ownership when insiders and outsiders disagree about the best way to maximizefirm value.8Our paper is also broadly related to the literature on product and financial market interactions:see,e.g.,Chemmanur and Yan(2009),who analyze the relationship between product market advertising and new equity issues(IPOs and SEOs),and Stoughton,Wong,and Zechner (2001),who argue that the decision of afirm to go public may serveto signal high quality to the product market.9Our paper is also broadly related to the large theoretical and empirical literature on IPOs:see,e.g.,Chemmanur(1993),Allen and Faulhaber(1989),Welch(1989),and Grinblatt and Hwang(1989),for theoretical IPO models,and Ritter and Welch(2002)for a review.10Sincefirms already gone public play no role in our model,we simply assume that they own zero market share.As a result,the sum of market share for the two privatefirms is assumed to be one.Alterna-tively,we can specify the sum of market share to be dð0o d o1Þ,which allows our subsequent analysis to go through unaffected.T.J.Chemmanur,J.He/Journal of Financial Economics101(2011)382–412 386。
Lecture 14 禁忌与委婉语
Euphemism
2．W.C./ toilet --bathroom, washroom, restroom, cloakroom, powder room, retiring room, public convenience, the necessary house, house of amusement, old soldier’s home, chamber of commerce,
种族歧视
种族歧视是英语禁忌语的一个组成部分。 黑人 nigger, niggra, Negro, Blacks (Afro-Americans) 美籍意大利人 Dagos 美籍犹太人 Kikes 美籍波兰人 Polacks 美籍华人 Chinks 美籍日本人 Japs
Sexist language
Euphemism
1． Pregnant --in the family way, be expecting, in a bad shape, in a delicate condition, have a white swelling, wear the apron high, fruitful, hopeful, big with child, to have swallowed a water-melon seed
For example:
Human excretion Sex and certain parts of the body are taboo in both cultures.
In English
cursing words --- “four letter words” swear words --
06 Stocks and Bonds 金融英语
5
Risk-averse
Describes an investor who, when faced with two investments with the same expected return but different risks, prefers the one with the lower risk.
21
Due diligence 尽职调查
Due Diligence is a term used for a number of concepts involving either the performance of an investigation of a business or person, or the performance of an act with a certain standard of care. It can be a legal obligation, but the term will more commonly apply to voluntary investigations. A common example of due diligence in various industries is the process through which a potential acquirer evaluates a target company or its assets for acquisition. 又称谨慎性调查，一般是指投资人对目标企业一切与本次 投资有关的事项进行现场调查、资料分析的一系列活动。 其主要是在收购（投资）等资本运作活动时进行，但企业 上市发行时，也会需要事先进行尽职调查，以初步了解是 否具备上市的条件。 一般包括：目标企业所在行业研究、企业所有者、历史沿 革、人力资源、营销与销售、研究与开发、生产与服务、 采购、法律与监管、财务与会计、税收、管理信息系统等。 22
Lecture01
Is government the Panacea?
There are problems in society, do we want the government to fix them, or is private enterprise capable of fixing them?
◦ What might be some problems that arise when government steps in? ◦ Is the government the able to fix everything? Every case of market failure?
State Spending
•Majority for Education •Health Is expanding
Revenue - Federal
•Individual income tax provides somewhat less than half of federal revenue •Big decline in corporate income tax •Who own corporations? •Fewer excise taxes. •Large Growth In Payroll Taxes
Federal Spending
•1960 about half of government spending was on the Military •2004 about 20% •Spending on Health Care has Expanded dramatically. •Age Distribution
4 questions of Public Finance
一篇关于学术讲座通知的英语作文
一篇关于学术讲座通知的英语作文全文共3篇示例，供读者参考篇1An Important Lecture is Coming to Our School!Hey guys! You'll never believe the awesome news I have to share with you all today. Our school is hosting a really cool lecture next week and I can hardly wait!My teacher, Mrs. Johnson, announced it to our class yesterday during science period. She said a famous scientist is coming to give a talk right here at Oakwood Elementary! Can you believe that? A real life scientist is going to be at our tiny little school. I'm so pumped!The scientist's name is Dr. Emma Rollins and apparently she is super duper smart. Mrs. Johnson said Dr. Rollins has studied stuff like biology, chemistry, and even physics. Those are some huge big words that I've learned about in science class. I didn't know people could be experts in all of those things at the same time!From what Mrs. Johnson told us, Dr. Rollins has made bunch of important discoveries throughout her career. She hasexplored jungles, traveled to the Arctic, and even gone deep underwater to study all kinds of plants, animals, and natural environments. Just imagining all the crazy adventures she must have been on makes me want to become an explorer scientist too!But probably the most awesome thing about Dr. Rollins is that she was one of the first scientists to go up to outer space! Can you picture that? She left the entire planet Earth and got to float around in a spaceship looking at the stars and planets up close. I'll bet she has the coolest stories to share about her space travels.During her lecture next week, Dr. Rollins is going to talk all about her latest research. Mrs. Johnson wouldn't spill the beans on exactly what that research is, but she did say it has to do with searching for life on other planets outside our solar system. How crazy is that?! There could be aliens or at least some kind of tiny microbes living on a distant world across the galaxy. My mind is blown just thinking about it!I can't wait to hear Dr. Rollins describe what these other planets are like and explain how scientists look for signs of life there. I've always wondered if aliens really exist or if it's all just make-believe from the movies. It would be so awesome if Dr.Rollins and her team actually discovered aliens! I'duren do a happy dance right there in the auditorium.Of course, she's sure to bring some cool visual aids and props to go along with her talk. Maybe she'll have some rare space rocks to pass around or some kind of high-tech science gadgets to show off. Maybe there will even be a Q&A session afterwards where we can ask her questions. I already have about a million questions swimming around in my brain!Won't it be so neat for all of us kids to listen to the lecture and learn about space exploration from someone who has actually been there? Reading about it in textbooks is one thing, but hearing the stories straight from a real adventurer's mouth will be a million times better. I'll bet Dr. Rollins has mastered all sorts of science skills like problem solving, critical thinking, and making careful observations. Those are things every good scientist needs.I really look up to scientists like Dr. Rollins. They devote their whole lives to studying the coolest mysteries of the universe using the scientific method. Maybe if I work really hard in school, especially in my science classes, I could become an explorer scientist when I grow up too! How awesome would it be to makemind-blowing discoveries and get to travel all around the universe? Sign me up!Mrs. Johnson said we're extremely lucky that Dr. Rollins picked our school to visit during her lecture tour. She's traveling all around giving presentations to share her research with students, but only a handful of elementary schools get this opportunity. I guess it's because we're such an awesome science and technology school. We'd better not let Dr. Rollins down!The lecture is going to take place in our school's big auditorium next Wednesday morning at 10am. The best part is, every single class from kindergarten all the way up to 5th grade gets to go! Can you imagine how neat it will be to have the whole school packed into the auditorium? I'll bet there will be absolutely nowhere to seat with over 500 students plus teachers and staff. We'll probably have to grab spots on the floor.I really hope my parents can get time off work to come see the lecture too. Dr. Rollins' presentation will be so educational and inspiring for adults too, not just kids. I'd feel bad if my parents missed out on this once-in-a-lifetime opportunity. If they can't make it, at least I'll be sure to tell them everything Dr. Rollins talked about when I get home from school. I'll recount all the highlights in great detail so they feel like they were there too.Knowing me though, I'll probably ramble on forhours and hours about it all!I'm getting more and more pumped for this lecture with every passing day. Next week can't come soon enough! I'll make sure to pay close attention, be on my best behavior, and absorb every last fact that comes out of Dr. Rollins' mouth. Who knows, maybe her wise words of wisdom will set me on the path to an exciting career in science. Just imagine - "Astronaut Timmy" has a pretty awesome ring to it, doesn't it?篇2An Important Lecture is Coming to Our School!Hi friends! I have some really exciting news to share with you all. Get ready, because an amazing lecture is going to happen at our school very soon! I can't wait to tell you all about it.A few days ago, our teacher Mrs. Johnson gathered us all on the reading rug during class. She had a big smile on her face, so we knew something special was about to be announced. Once we were all seated crisscross applesauce, she started talking in her special "event voice" that she uses whenever something really cool is happening."Class, I have a wonderful surprise for all of you!" she said, clapping her hands together. "In just a couple of weeks, we are going to have a very special guest visiting our school to give a lecture. Can anyone tell me what a lecture is?"I knew the answer right away, so I raised my hand up high and waved it around. Mrs. Johnson called on me, and I explained, "A lecture is when an expert talks for a long time about something they know a lot about!""That's right, Johnny!" Mrs. Johnson replied with a big smile. "Our special guest is an expert, and they are going to come teach us all about one of their favorite topics. Does anyone have any guesses on what the topic might be?"We all started shouting out different ideas - dinosaurs, planets, jungle animals, you name it! Finally, Mrs. Johnson had to use her legendary classroom whisper to quiet us all down. Once it was silent again, she gave us a hint."The topic has to do with journeys to very faraway places that very few people ever get to experience," she said mysteriously. "It involves exploring uncharted territories and seeing things that no human has ever witnessed before."Right away, my best friend Samantha's eyes got really wide, and she raised her hand. When Mrs. Johnson called on her, she guessed, "Is it about space explorers who travel to other planets and galaxies?!"Mrs. Johnson clapped excitedly. "Yes, Samantha, you got it! The lecture is going to be all about space exploration and the amazing journeys that brave astronauts and scientists take to uncover the secrets of the great unknown!"The whole class erupted in cheers and applause. I think I probably cheered the loudest, because you all know how obsessed I am with anything to do with outer space. I can't wait to learn all about real rocket ships and planets from a true expert!After we all calmed down a bit, Mrs. Johnson continued telling us more details about the big event. "The lecture will take place right here in our school auditorium on Saturday, April 22nd at 2pm. The lecturer's name is Dr. Stellar Stardust, and she is a world-renowned astronaut and astrophysicist."Stellar Stardust, how cool is that?! I already loved her name before I even knew anything else about her. Mrs. Johnson passed around a biography about Dr. Stardust, and we learned that she was one of the first women to walk on the moon back in 2015!She has been on over 20 different space missions and spent more time living in outer space than anyone else in history. We all thought that was super awesome.The biography said that during her lecture, Dr. Stardust is going to talk all about her incredible experiences traveling to places like the moon, Mars, and even outside our solar system. She'll discuss what it's like to rocket through the galaxy, drift weightlessly in a spacecraft, and walk on the surface of alien planets and moons. She'll share video footage and photographs from her journeys and even has some special surprise demonstrations planned!I could hardly contain my excitement at this point. A real NASA astronaut who has actually been to outer space is coming to speak at my elementary school! How lucky are we?!After Mrs. Johnson finished telling us about Dr. Stellar Stardust, she had one more very important announcement. "Now, the lecture is completely free for all of you students and your families," she told us. "But seats will be first come, first served. So if you want good seats, your parents need to get tickets as soon as possible!"We all started bouncing up and down, because obviously our parents would be getting tickets right away. Who wouldwant to miss an opportunity like this? I could hardly wait to tell my mom and dad the awesome news when I got home from school.From that day on, the lecture was basically all anyone could talk about at school. We were learning about the planets and the solar system in science class, so everything tied in perfectly. We made drawings of what we thought Dr. Stardust's spacewalks and moonwalks must have been like. We even started an astronomy club during recess where we took turns pretending to be rocket ships blasting off into orbit.Finally, the day of the big lecture arrived! I had been looking forward to April 22nd for weeks and weeks. My mom had gotten us front row seats, so we wouldn't miss a single moment. The whole family put on our festive galaxy shirts that hadglow-in-the-dark rocket ships and planets on them. We could hardly wait!When we arrived at the auditorium, it was pretty much packed full. All the other kids from school were there with their families, plus a whole lot of other people from around the community too. You could really feel the buzz of excitement in the air as everyone anxiously awaited Dr. Stardust's arrival.Right at 2 o'clock, the auditorium lights dimmed and a spotlight came on at the front of the stage. Our principal Ms. Adams stepped up to the podium to welcome everyone. "Families, friends, students, welcome to the event you've all been awaiting!" she announced in a booming voice. "It is my great honor to introduce our special guest for today - the one, the only, Dr. Stellar Stardust!"The room erupted in thunderous cheers and applause as Dr. Stardust appeared on stage, waving enthusiastically to the crowd.I had seen pictures, but she looked even more impressive in person - a true spacesuit-wearing, moon-walking hero!For the next hour and a half, Dr. Stardust took us all on an incredible journey through the cosmos. Using high-definition video and photographs, we were able to see what it was like to launch into space aboard a massive rocket ship. We got to experience the feeling of being weightless as her crew drifted through their spacecraft. And we even got an up-close look at the rocky, crater-filled landscapes of the moon and Mars, just as Dr. Stardust herself had witnessed them!She spoke about the years of intensive training astronauts have to go through, and the importance of an unwavering perseverance and commitment to achieving your dreams, nomatter how impossible they may seem. She was brave enough to be one of the first pioneers of space travel, and encouraged all of us to be brave and curious in our own lives too.My favorite part was when she did a live demonstration of building and deploying a mini robot rover like the ones that have been used to explore the surface of Mars. We all got to see it moving around on the stage and pretending to take samples from the "soil." It was so cool to see something like that right in front of our eyes! I felt like I was watching NASA scientists at work.By the end of the lecture, my mind was totally blown by everything I had seen and learned. I couldn't wait to get home and try building my own model rocket! I also made a vow to work twice as hard in all my science and math classes, so that maybe one day I could fulfill my own dream of becoming an astronaut just like Dr. Stellar Stardust.I'm so grateful that we had the opportunity to attend such an amazing, out-of-this-world event at our very own school. Hearing Dr. Stardust speak was one of the most inspirational experiences of my life so far. I know I'll never forget it!I wasn't the only one who felt that way either. All the other kids couldn't stop talking about the lecture and howunbelievably cool it was for weeks and weeks afterwards. Our teachers said they had never seen us more engaged and excited about learning.If you ever get a chance to see Dr. Stellar Stardust or another space expert give a lecture, you absolutely have to go! It's a once-in-a-lifetime opportunity to be transported through time and space to the great unknown. You'll come back with a new appreciation for the mysteries of the universe, and feeling braver than ever before to pursue your own journey of exploration and discovery!篇3Guess What's Coming to Our School?!Oh boy, oh boy! You guys are never going to believe the awesome news I have to share with you today. Our school is going to have a very special guest come visit us next month for a super cool academic lecture! I can hardly contain my excitement!Now, I know what some of you might be thinking. "A lecture? At our elementary school? Boring!" But trust me, this is going to be anything but boring. In fact, it's going to be the highlight of the entire school year!The lecture is going to be given by a world-famous scientist named Dr. Samantha Stevenson. She's basically a total rockstar in the world of science. Dr. Stevenson has made all kinds of incredible discoveries and inventions that have changed the world. How cool is that?What kind of discoveries and inventions, you ask? Well, let me tell you! Dr. Stevenson is best known for her pioneering work in robotics and artificial intelligence. That's right - she's an expert on robots and super smart computers! Thanks to her, we now have robots that can perform life-saving surgeries, explore other planets, and even keep our homes clean by vacuuming all by themselves. Pretty neat, huh?But that's not all Dr. Stevenson has accomplished. Oh no, there's way more! She's also made groundbreaking advancements in renewable energy sources like solar power and wind turbines. You know that huge windmill farm just outside of town? Well, Dr. Stevenson helped design those machines to generate environmentally-friendly electricity for our community. How awesome is that?I could go on and on about all the mind-blowing things this scientist has done, but I don't want to spoil too much before herlecture. I want you all to be just as surprised and amazed as I was when I first learned about her!During her visit, Dr. Stevenson is going to talk to us all about her journey as a scientist and the incredible world ofcutting-edge technology. We'll get to hear first-hand accounts of her most famous discoveries and experiments. She's even promised to bring along some of her latest robot prototypes to show us! Can you imagine how cool it will be to see real-life robots up close and in person? I can't wait!I'll let you in on a little secret, too. Rumor has it that Dr. Stevenson is going to let a few lucky students actually control and interact with the robots! How insanely awesome would that be? To be able to play with robots designed by one of the smartest scientists on the planet? I'm going to keep my fingers and toes crossed that I get picked.Okay, okay, I can sense that a lot of you are getting pretty excited now too. I don't blame you one bit! This is going to be the highlight of our whole year, maybe our whole lives! We're so incredibly fortunate to have geniuses like Dr. Samantha Stevenson taking time out of their busy schedules to visit our little school and share their wisdom with us.I really can't emphasize enough how important this opportunity is. Dr. Stevenson's lecture could open up our eyes to endless possibilities in science, technology, engineering, and so much more. Who knows? Her inspiring words might motivate some of us to grow up and become brilliant scientists ourselves one day! How cool would that be?In the meantime, we've all got to be on our very best behavior to get ready for this monumental event. That means no goofing off, talking out of turn, or any kind of funny business at all. We need to show Dr. Stevenson and the world that the students of Armstrong Elementary are respectful, responsible, and ready to learn!I also want to encourage everyone to start thinking up some great questions to ask Dr. Stevenson during the Q&A portion of her lecture. She's going to want to hear our thoughts and opinions on technology and science, so we've got to come prepared with intelligent inquiries. No "WHERE DO BABIES COME FROM?" questions this time, got it? Let's prove we can hang with the big kids!Alright, that's all the details I have for now on this extraordinary academic lecture coming our way. I'm sure our teachers and principal will share more information as we getcloser to the date. But for now, let's all take a deep breath and let the anticipation build! This is going to be an experience we'll never forget.Mark your calendars, cross out the dates, and start counting down the days, my friends. Before we know it, the wonderful Dr. Samantha Stevenson will arrive to unlock the mysteries of science and technology right here at our school. I, for one, cannot wait!。
新发展研究生英语综合教程1词汇
1. Academic: university, college, professor, student, degree, diploma, curriculum, lecture, seminar, laboratory, library, textbook, syllabus, examination, assignment, research, thesis, dissertation, degree program, postgraduate, undergraduate, alumni, faculty, faculty member, dean, tutor, mentor, supervisor, advisor, graduate, postdoc, doctoral, Ph.D., master’s, bachelor’s, associate’s, certificate, honors, grade, GPA, transcript, credit, accreditation, enrollment, course, major, minor, elective, prerequisite, core, concentration, semester, quarter, summer, winter, spring, fall.2. Business: business, corporation,enterprise, industry, market, finance, investment, banking, accounting, management, advertising, consulting, customer, customer service, sales, marketing, strategy, production, supply chain, logistics, distribution, inventory, negotiation, human resources, payroll, labor, employee, job, career, salary, wages, tax, budget, audit, financial analysis, venture capital, merger, acquisition, startup, IPO, dividend, stock, bond, commodity, foreign exchange, venture, portfolio, risk management, venture capital, venture fund, private equity, hedge fund.3. Technology: computer, software, hardware, technology, internet, website, app, mobile, tablet, cloud, network, security, programming, coding, system, algorithm, artificial intelligence, machine learning,data, analytics, automation, robotics, virtual reality, augmented reality, blockchain, cryptocurrency, quantum computing.4. Communication: communication, message, conversation, dialogue, talk, language, writing, reading, listening, speaking, grammar, pronunciation, accent, vocabulary, phrase, idiom, slang, dialect, accent, intonation, tone, register, discourse, rhetoric, media, broadcasting, journalism, presentation, public speaking, speech.5. Education: education, teaching, learning, instruction, school, kindergarten, primary, secondary, high school, college, university, curriculum, pedagogy, lesson, class, student, teacher, professor, tutor, mentor,supervisor, advisor, mentor, mentor-mentee, mentor-protégé, pupil, school board, administrator, parent, guardian, classmate, peer, colleague, student-teacher ratio, student-faculty ratio, student-faculty interaction, student-faculty exchange, student-faculty collaboration.6. Politics: politics, government, policy, law, legislation, regulation, democracy, freedom, liberty, rights, justice, equality, democracy, constitution, nation, state, executive, legislative, judiciary, election, vote, campaign, candidate, party, coalition, diplomat, embassy, ambassador, foreign, international, treaty, alliance, agreement, treaty, protocol, dispute, conflict, war, terrorism, security, defense, military, navy, army, air force, intelligence, espionage, surveillance, investigation.7. Economics: economics, economy, market, finance, investment, banking, stock, bond, commodity, foreign exchange, venture, portfolio, risk management, venture capital, venture fund, private equity, hedge fund, budget, tax, trade, export, import, currency, inflation, deflation, recession, depression, economic growth, economic development, supply, demand, production, consumption, labor, unemployment, poverty, wealth, income, wealth distribution, inequality, competition, monopoly, oligopoly, business cycle.8. Society: society, culture, civilization, community, population, family, gender, race, ethnicity, religion, belief, tradition, custom, value, norm, lifestyle, behavior,attitude, lifestyle, trend, fashion, generation, youth, elderly, generation gap, social class, social status, social mobility, social network, social media, social issue, social problem, social justice, human rights, civil rights, disability rights, animal rights, environmental protection, sustainability, conservation, pollution, climate change.9. Health: health, medicine, doctor, nurse, hospital, clinic, disease, illness, infection, symptom, treatment, surgery, medication, prescription, vaccine, nutrition, diet, exercise, fitness, lifestyle, obesity, mental health, psychology, counseling, therapy, stress, depression, anxiety, addiction, recovery, rehabilitation, wellness, hygiene, safety, prevention, diagnosis, prognosis.10. Science: science, research, experiment, technology, engineering, mathematics, physics, chemistry, biology, astronomy, geology, ecology, environment, natural, climate, evolution, genetics, biochemistry, nanotechnology, quantum mechanics, astrophysics, cosmology, neuroscience, paleontology, archaeology, anthropology, zoology, botany, meteorology, geophysics, oceanography, hydrology.。
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IPO underpring
信息不对称 与IPO折价
投资者之间 的信息不对称
投资者与 发行公司的信息 不对称
认购风潮
赢家的诅咒
投资者的 信息优势
发行公司 的信息优势
基本框架
现金流量价值
IPO折价的目的
私人控制利益
规避外部 股权介入
吸引外部股权介入 监督提升公司价值
优先分配给 中小投资者
优先分配给 机构投资者
The Winner’s Curse Problem and IPO Underpricing
So, the question is what offer price do issuing firms set to make sure that the expected payoff to the uninformed will be $0 ? The offer price that will induce the uninformed to subscribe is calculated as follows: (1/2) * (1,000) * ($12 – OP) + (1/2) * (2,000) * ($8 – OP) = $0 $6,000 – 500 * OP + $8,000 – 1,000 * OP = $0 $14,000 = 1,500 * OP OP = $9.33 Why do issuers like to attract uninformed investors to subscribe? Because the existence of uninformed investors reduce the likelihood that a fixed price offer fails.
Informed investors: Learn the true value of the shares before the IPO and subscribe accordingly:
If they learn that the true price is $12, informed investors subscribe 2,000 shares. If they learn that the true price is $8, informed investors subscribe ZERO shares.
Year 3
Year 5
Going Public - Details
Forms (audited financials)
S-1 (large offerings) SB-1 (<$10m) SCOR (<$1m)
Direct Public Offering (DPO)
Investment Bankers)
1/2
1/2 Exp.
There is obviously a wealth transfer from uninformed investors to informed investors. Uninformed investors who are aware of this problem will be unwilling to subscribe to the IPO unless the IPO is underpriced (the price is set somewhere below $10 where the expected profits to uninformed will be $0.)
File S-1 documents “Road Show” to potential purchasers (mutual funds) Costs (7% spread, underpricing IPO)
The benefits of IPO
Enhance the corporate’s reputation Increase the game capability with the financial institutions Establishing a new raising funds method by capital market Received the capital advantage in more cheaper funds
ቤተ መጻሕፍቲ ባይዱ
Hold All-hands meeting, for IPO team and lead underwriter to decide responsibilities Start developing final prospectus
SEC Registration
Filing of S-1 documents and prospectus SEC imposes quiet period (until 25 days after IPO) SEC reviews documents
Uninformed investors: Don’t know the true price but know the expected price. Subscribe 2,000 shares.
The Winner’s Curse Problem and IPO Underpricing
Now, let’s see the contingent payoff diagram with $10 offer price and 2,000 shares sold. Prob. OFFER True price = $12 Offer price = $10 True price = $8 Offer price = $10 Uninformed Receives 1,000 shares Profits = $2,000 Receives 2,000 shares Profits = - $4,000 E(profit) = -$1,000 = 0.5*2000 + 0.5*-4000 Informed Receives 1,000 shares Profits = $2,000 Receives 0 shares Profits = $0 E(profit) = $1,000 = 0.5*2000 + 0.5*0
IPO process
6 to 8 weeks before SEC registration
Issue Red Herring to see interest (filed with SEC) –no price or size
Called Red Herring because of statements outlined in “RED”
Due Diligence File with SEC Market securities
Preliminary Prospectus
(“red-herring”)
Usually issue 20-40% Primary v. Secondary issue (unseasoned v. seasoned)
Final prospectus is printed, distributed for investors Investors subscribe to stock at an offering price
After market closes, day before public trading (IPO declared effective) List of buy/sell orders called the book Difference between offering price and syndicate price about 7 to 8% (gross spread) – split between broker and underwriter
Impose penalty bids on brokers for flipping IPO declared final (completion) 5 to 7 days after market debut.
Quiet Period Ends (25 days after trading)
Press and brokers can start covering stock New information can be issued by firm
Form syndicate
Lead underwrite forms group of underwriters to help sell deal, syndicate members are allocated shares to sell (best-effort or bought deal/firm commitment)
IPO process
Market opens, stock trades
Lead underwriter responsible for smooth trading Can support stock, become market maker (SEC rules)
Research: Over 50% of trading volume for first couple months Research: Buy back stock after trading (4% to 22%) – Why?
The Winner’s Curse Problem and IPO Underpricing
Firm A is planning to go public by selling 2,000 shares. The true value of Firm A shares is either $8 or $12 with equal probabilities. Therefore, the expected price of the shares is $8 * (1/2) + $12 * (1/2) = $10. Let’s suppose that the IPO offer price is set at the $10 expected price … There are two groups of investors planning to subscribe for the IPO: