Who are underwriters and how do they make an IPO successful?
Underwriters are financial institutions or investment banks that help companies navigate the IPO process by providing a range of services, including underwriting, advisory, and distribution. Their primary role is to assess the market appetite for the company’s shares, price the offering appropriately, and facilitate the sale of shares to investors.
Functions of Underwriters:
Due Diligence: Underwriters conduct extensive due diligence on the company’s business, financials, and operations to assess its suitability for an IPO. This process involves scrutinizing financial statements, legal documents, and other relevant information to identify potential risks and opportunities.
Pricing and Valuation: Underwriters work closely with the company to determine the offering price and valuation of the shares. This involves analysing market conditions, investor demand, and comparable companies to arrive at a price that reflects the company’s value while ensuring attractiveness to investors.
Underwriting: Underwriters commit to purchasing a certain number of shares from the company at the agreed-upon price, thereby providing financial backing and assurance to the company. In return, they receive a fee or commission for assuming this risk.
Marketing and Distribution: Underwriters leverage their extensive network of institutional and retail investors to market the IPO and generate interest among potential buyers. This involves organizing roadshows, investor meetings, and promotional activities to showcase the company’s investment thesis and value proposition.
Stabilization: After the IPO, underwriters may engage in stabilization activities to support the stock price and maintain orderly trading. This may involve purchasing additional shares in the market to prevent excessive volatility and price fluctuations.
Types of Underwriting Arrangements:
Firm Commitment Underwriting: In this arrangement, the underwriter agrees to purchase the entire offering from the company at a predetermined price, regardless of whether all shares are sold to investors. The underwriter bears the risk of any unsold shares.
Best Efforts Underwriting: Under this arrangement, the underwriter agrees to make the best efforts to sell the shares to investors but does not guarantee the sale of the entire offering. The company bears the risk of any unsold shares.
All-or-None Underwriting: In this arrangement, the underwriter agrees to sell the entire offering to investors, subject to a minimum threshold. If the minimum threshold is not met, the offering is cancelled, and investors receive their funds back.
The Significance of Underwriters in the IPO Journey:
Expertise and Guidance: Underwriters bring in-depth market knowledge, expertise, and industry insights to the IPO process, guiding companies through each stage of the journey.
Risk Mitigation: By underwriting the offering, underwriters provide financial backing and risk absorption, giving confidence to investors and reducing the company’s exposure to market uncertainties.
Market Access: Underwriters provide access to a wide network of investors, including institutional funds, hedge funds, and retail investors, facilitating broad-based distribution and maximizing the chances of a successful IPO.
Price Discovery: Underwriters play a critical role in price discovery, ensuring that the offering price reflects market demand and investor sentiment, thereby optimizing the company’s valuation.