Issue Management: Public Issue
Public Issue: The Primary Method
- Definition: A Public Issue refers to a fundraising process where a company invites the general public to subscribe to its shares. It's the most common method of mobilizing capital for new ventures and expansion projects.
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Process:
- Pre-issue: Company gets the documents set to SEBI and to the Stock Exchange(s) where the issue is proposed to be listed.
- Launch Company can advertise about the launch after it sets all the documents and obtains required registrations.
- Issue: After following all legal proceedings the company makes the stock live in the market.
- Post Issue: Manages the post issues pertaining to the issue by post-issue management process and gives data and information to the various involved parties.
- Key Documents: The process is carried out through a prospectus.
- This document has to have all essential factors.
- The prospectus has to show information about the share market.
Classification of Companies in a Public Issue (IPO)
When a company decides to raise capital through an Initial Public Offering (IPO), it's important to understand how they are classified, as this impacts regulatory requirements and investor perception. Here's a simplified breakdown:
Key Classifications:
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Large Cap Companies:
- These are generally well-established companies with a large market capitalization (the total value of their outstanding shares).
- They typically have a proven track record of profitability and stability.
- IPOs from large-cap companies are often considered relatively less risky compared to those from smaller companies.
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Small and Medium Enterprises (SMEs):
- SMEs are smaller companies with lower market capitalization.
- They often have higher growth potential but also carry higher risks.
- In India, SME IPOs are typically listed on specialized platforms like the BSE SME or NSE Emerge platforms, which have different listing requirements than the main exchanges.
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Startup Companies:
- These are relatively new companies, often in the technology or innovation sectors.
- They may have high growth potential but also significant uncertainty and risk.
- Regulations are being updated to help these companies raise capital.
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Infrastructure Companies:
- Companies that work in the infrastructure sector, like road, railway, and power generation.
- These companies often require large amounts of capital, and therefore often use IPO's to raise that capital.
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Financial Institutions:
- Banks, insurance companies, and other financial services companies.
- These companies are highly regulated, and their IPO's are also highly scrutinized.
Regulatory Considerations:
- The Securities and Exchange Board of India (SEBI) sets the regulations for IPOs in India.
- SEBI regulations vary depending on the size and type of the company.
- SME IPOs have less stringent requirements than main board IPOs.
- The type of company impacts the amount of disclosures that must be made to potential investors.
Eligibility Criteria:
Companies must meet certain requirements to launch an IPO. These vary depending on the exchange and the type of company (main board vs. SME). Here's a simplified overview:
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Main Board IPOs (Large Cap):
- Net Tangible Assets: The company must have a minimum level of net tangible assets (e.g., land, buildings, equipment).
- Profitability: A track record of profitability is usually required.
- Net Worth: A minimum net worth is necessary.
- Track Record: A minimum operating history is often mandated.
- Compliance: Compliance with all applicable laws and regulations.
- Minimum Public Offering Size: There is a minimum amount of capital that must be raised.
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SME IPOs:
- SME IPOs have less stringent eligibility criteria compared to main board IPOs.
- Focus is more on the potential of the business and its growth prospects.
- Net worth and track record requirements are generally lower.
- These IPOs are often listed on specialized exchanges.
Issue Pricing:
Issue pricing refers to the price at which the company's shares are offered to the public. Several methods are used to determine this price:
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Fixed Price Issue:
- The company sets a fixed price for its shares.
- Investors apply for shares at that predetermined price.
- This method is less common due to the risk of over or underpricing.
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Book Building Issue:
- This is the most common method.
- A price band is set, and investors bid for shares within that range.
- The final issue price is determined based on the demand received from investors.
- This allows for price discovery based on market forces.
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Factors Affecting Issue Pricing:
- Financial Performance: Historical and projected financial performance.
- Industry Outlook: The growth prospects of the company's industry.
- Market Conditions: Overall market sentiment and investor appetite.
- Company's Growth Potential: The company's future growth prospects.
- Peer Comparisons: Valuation of comparable companies.
- Demand: The level of investor demand during the book-building process.
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Role of Investment Bankers:
- Investment bankers play a crucial role in determining the issue price.
- They conduct due diligence, analyze financial data, and provide advice on pricing.