Go Public or Stay Private? What's The Right Move For You?
IPOs, or initial public offerings, used to be a source of pride for many companies. Going public was akin to having summited the highest mountain in business and rung the bell at the New York Stock Exchange (NYSE). In many ways, it still is. What's more, IPOs aren't just for huge corporations: Start-ups also can get a piece of the pie.
And there are advantages there: Going public still means more capital, more notoriety, more investors and more people looking to be your best friend.
However, going public has hit a bit of a snag. More and more growing companies have started to avoid IPOs altogether. The year 2016 was one of the worst on record for companies to go public, since the recession of 2009. According to venture capital research firm, PitchBook, only 49 companies with headquarters in the United States completed public offerings through the third quarter of 2016, raising a combined $7.2 billion.
As for U.S. companies looking to go public in 2016, their number fell to 3,600 in 2016, down from 7,500 in 1995, according to a working paper from the National Bureau of Economics.
This wasn’t just a U.S. phenomenon. The U.K. also saw its number of IPOs dwindle, from 155, in 2016, to just 97 in 2017, after having reached 480 in 2005.
To what can we attribute this downward trend? Here are a few reasons:
1. For startups, public listings don’t offer much of a benefit. If a company is doing well on its own, there’s no need to change what’s working and sustain the scrutiny that comes with going public. And, more importantly, they don’t need the money.
2. The costs. Not wanting to incur the high costs of compliance, filings and all of the regulation needed certainly puts a damper on going public. Listing fees in the Nasdaq exchange, for example, include:
- $5,000 for the application
- $50,000 for issuers with total shares outstanding of 15 million or less
- $75,000 issuers with total shares outstanding over 15 million
Then there are the annual sustaining fees:
- $42,000 for issuers with 10 million or less shares outstanding
- $55,000 for issuers with $10 million to $50 million or less in shares outstanding
- $75,000 for issuers with over 50 million shares outstanding
At the NYSE, listing and annual sustaining fees are even higher. In addition, companies may feel overwhelmed by all the mandatory disclosures and fear that the smallest oversight might lead to bigger problems with regulators, potentially causing them to beexpelled from the stock exchange.
Another factor contributing to this trend is the 2012 Jumpstart Our Business Startups Act (JOBS), which mandated that companies go public if they had more than 500 shareholders. This mandate, signed into law by President Obama, was what brought Facebook out of the shadows in search of more capital.
Finally, private markets have evolved enough that they can now provide enough wealth, making it possible for firms to operate outside the regulations that the stock market demands.
Again, this isn’t just about big corporations.
Tech companies haven’t been much different in their stance regarding going public: The number of tech or internet companies that did so in 2016 was a big fat zero.
Many so-called “unicorns,” in fact, are choosing to stay private, as the average age of a tech company that goes public is now 11 years, compared to 4 years of age in 1999, according to a 2016 McKinsey study. Consider the wearables company FitBit: It went public in 2015 and saw its stock jump 50 percent from its original IPO. But, despite Fitbit's strong showing and great operating results, the company, just last month, saw its stock price fall to below $5.
So, the message here is that going public might carry a certain amount of prestige, but it's not for everyone.
Here are a few pros/cons about whether your own company should go public or remain private:
- The main motivation to go public is money. Going public can bring a large influx of cash that you then invest in the company to grow the business.
- Company stock can be used as currency that can be bought or sold in the public exchange. That cash can be used to acquire other companies and grow your own business faster and strengthen your stance among your (corporate) peers.
- Going public makes it easier for you to conduct business. It also makes it easier for anyone looking to find all of the paperwork that has been filed with the Securities and Exchange Commission (SEC).
Staying private: pros
I've already mentioned how staying private makes you accountable to only a limited number of people: investors, executives and employees. Moreover:
- Founders and other executives have full control over senior executive pay.
- Those people can dictate who buys the shares and choose who gets to invest in the company.
- Those in charge also get to choose the strategy and direction to take the company in without having to worry about what Wall Street thinks or what investors' expectations are.
I’ve always said that the main difference between Wall Street and Main Street is the number of zeroes. You can always decide to go public later, but do so at your own pace.
- The SEC requires companies to file specific financial statements on a quarterly and annual basis, as well as comply with legal reporting requirements for material transactions and stock-trading by senior executives and board members.
- To build some momentum for your IPO, your senior staff will have to spend countless hours on the road, networking and making connections with potential investors and partners, taking time away from the actual business.
Do you have the time to spend to invest in the costly, time-consuming process of going public? Do you have time for the paperwork, the details, the lawyers and the countless man hours? If the answer is no, you’re not ready for an IPO.
Staying private: cons
- You may not attract top talent. Public companies boast that they can attract top talent because of the stock options and higher pay they can provide. Private companies sometimes can’t afford such options, potentially losing out top, quality talent to bigger companies.
- Staying private limits liquidity for existing investors. Going public makes it harder for them to sell their stake in the company, making the only potential buyers other existing owners. Selling shares in a secondary market can be challenging, as well, because prospective buyers can only be accredited investors.
Like any good business decision, you have to balance every pro and con to see if your business is ripe for an IPO. Think about Uber, whose CEO said in 2015 that Uber was at “the junior high” school stage of developments and that any talk of going public was like “telling us to go to the prom.”
So, assess your own company. If you're still "in junior high," you might do best to skip the prom altogether and get some experience under your belt first. Then, once you have that, you can go buy that prom dress or rent that tux. You're ready.