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>> IPO Glossary
Aftermarket
Performance
A term referring to the difference between a stock's initial
offering price and its current market price. Some following the
industry also measure aftermarket performance from the stock’s
opening price to current trade.
Best Efforts
This is where underwriters take on a proposed offering and agrees
to price whatever can be sold. The more common route utilized by
firms retaining the big bracket investment bankers is known as
firm commitment IPOs. Under this strategy, the underwriter is
obligated to sell all shares of the entire offering.
Due Diligence
A reasonable investigation conducted by the parties involved in
preparing a disclosure document to form a basis for believing that
the statements contained therein are true and that no material
facts are omitted.
Flipping
Discouraged by the investment banks and e-syndicate houses,
flipping practices could cause an investor to lose seniority when
they want to participate in another IPO. Flipping occurs when an
investor has acquired shares of an IPO at the offering price and
sells it immediately to turn a quick profit.
Lead Underwriter or Agent
The investment bank that controls all underwriting activities of
the potential IPO. In some cases, an offering carries two lead
Agents that help with the distribution of a company’s shares.
Lock-up Period
This is a strictly enforced SEC rule that prohibits company
insiders from selling shares after the IPO has been consummated.
In most instances, the lock-up period also known as Rule 144 lasts
for 180-days.
Market Capitalization
Determined by the total outstanding shares after offering
multiplied by the current trading price.
Offering Terms
Set by the lead investment banker when the first round of
promotion has been completed. When that round is completed they
determine demand for the deal and set share and price amounts on
an amended SEC filing. Although, as followers of the IPO market
are aware of, overwhelming pre-pricing demand usually forces the
underwriting syndicate to increase the size of the deal.
Opening Price
Generally, industry sources call this the moonshot. With the
highly anticipated deals, the offerings typically open at
outrageous platforms from their offering price.
Expected Offer Date
Set by the lead investment banker prior to commencing with the
roadshow. While this is labeled “expected” dates constantly
change owing to performance of the IPO’s main barometer.
Prospectus
This document must be filed with the Securities and Exchange
Commission. Also known as a red herring, the prospectus defines
the firm’s business, corporate organization, industry
commentary, use of proceeds and competitive natures. It also shows
a series of financial statements, potential risks, growth strategy
plan, and a list of all selling stockholders.
Quiet Period
Lasting for 25-days after the offering has been completed, no one
from the company can discuss financial expectations or other
pertinent data until this period is over. At the time of
completion, analysts can start issuing coverage on the stock that
generally translates into huge activity for the stock. One
exception: If a company has debt already trading, no quiet period
exists.
Withdrawn/Postponed
Periodically, when market conditions head south a flurry of
company’s decided to postpone or withdraw pending IPOs.