II: Equities I 6: Primary Equity Markets Introduction Introduction to Stock Market Investment designed for people who suspect that the New York Stock Exchange is in New York www.business.illinois.edu/finance_dev/ Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Begin With A Business Discovery Café Use the Surveying Building as a Cyber Café Dean’s permission I need $$ or Partner with $$ Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Partnership Two equal Partners Par Value Joe W. Partner ($10,000) Elisabeth Entrepreneur ($10,000) Two equal shares Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Potential Buyer Price? Par Value Book Value Assets – Liabilities = Shareholders Equity Earnings Earnings per Share (EPS) Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Price – Note 1 I am using information from the past to make educated guesses about what will happen in the future. You can't just graph all the past data and draw a straight line though it. A lot will depend on how I evaluate the company's ability to grow and change over an uncertain future. Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Price – Note 2 Price really is irrelevant unless someone wants to buy or sell. Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Share Prices Decreasing Prices Dean gets food poisoning Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Share Prices Increasing Prices Dean schedules the Faculty meetings in the Discovery Café Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Expansion Opportunity to expand to three new sites on campus. We need $$$ or another partner with $$$ Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Private Equity Accredited Investors: investors sophisticated enough to analyze the risks of a new business and who control enough money to be able to take these risks. Angel: one venture capitalist as opposed to a group or consortium Finance 423: Financing Emerging Businesses Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Venture Capitalist Negotiates 40% partnership for the $50,000 we need to expand to three new sites. Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Pricing What is my share worth? What is the company worth? (Market Capitalization) Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Success at Last Opportunity to expand to other campuses We need $$$$$ or more partners with $$$$$ Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Public Equity Market Individual Investors: smaller investors who would normally not have the opportunity to invest in businesses IPO: Initial Public Offering Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Investment Banking Underwriter: financial advisers, lawyers, and marketers all rolled into one. The Underwriter takes us through the procedure of carving out a piece of the company to sell and making sure we do so legally and advantageously. Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Going Public We decide to issue 300,000 shares. The original investors retain 180,000 shares. The other 120,000 shares will be offered to the public. Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 SEC Securities Exchange Commission to ensure that all investors have equal access to the information they need to make informed investment decisions, and to administer the federal securities laws and regulate firms that provide investor services Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 EDGAR Electronic Data Gathering And Retrieval Annual and Quarterly Filings made available to the investing public. sec.gov/edgar/searchedgar/webusers.htm Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 SEC Registration Statement Prospectus Red Herring Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 SEC Registration Statement Prospectus Red Herring Road Show Registration becomes “Effective” Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Setting the Price Too High (?%$^#*&) Investors may not buy all the shares we offer. Then the underwriter will be stuck with shares it can not sell,- or at least not at a profit. Too Low (?%$^#*&) We will not generate as much money as we might have done to finance our expansion. Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Setting the Price $50/share Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 IPO: Hot By 9:30 all 120,000 shares are sold. Secondary market Prices rise. Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Hot IPO: Netscape (NSCP) Netscape Communications (NSCP) was the classic hot issue. It went public August 9, 1995 at an offer price of $28. On the same day it hit a high of $74¾ and closed at $58¼. Netscape hit an all time high of $174 in December 1995 and split 2:1 February 7, 1996. A year later NSCP was trading at $30 Merged with AOL in March 1999 Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Cold IPO: Cyberian Outpost (COOL) was the classic cold issue. It went public July 31, 1998 at an offer price of $26. It closed the same day at $20 1/4. This represents a drop of 20% in one day. In September it hit a low of $5 5/16 before closing at $10 7/16 at the end of the month. Acquired by Fry’s Electronics in November 2001 for 25c per share Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Ice Cold IPO Underwriter cannot sell all the shares offered Underwriter can not sell enough shares to make the issue worth while and the offering may be pulled. Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Discovery Café Price hovers right around the offer price of $50 Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Discovery Café What is my share worth? What is the Market Capitalization? How much money did we raise? Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 Pricing IPO at $50 $15,000,000 Chapter 6: Primary Equity Markets © Oltheten & Waspi 2012 II: Equity Markets I