European IPOs Research Articles

European IPO’s Regulation and Informed: Metacognition and Heteroregulation in Investor’s Choices

European IPO’s Regulation and Informed: Metacognition and Heteroregulation in Investor’s Choices

Intention to Acquire and M&As: Evidence from European IPOs

In this study, we examine whether an IPO’s voluntary disclosure on the intention to engage in future M&A activity affects the market reaction to a subsequent acquisition and whether it is related to the acquisition’s long-run performance. Using a dataset of European IPOs during the period 2001–2017, we first document that disclosers are more likely to engage in future M&A activity than non-disclosers, thus supporting that such costless disclosures are credible. Secondly, we document a less positive market reaction around the announcement of an acquisition for disclosers than for non-disclosers, consistent with the anticipation hypothesis. Additional analyses suggest, however, that the market reaction is stronger and positive for target firms in countries with weak shareholder protection and legal environment and lower information quality. This suggests that when the acquisition is deemed more uncertain, the market perceives the disclosure of the intention to acquire as capturing a more diligent acquisition plan, consistent with the preparation hypothesis. Finally, results show that the long-run performance of the combined entity is more negative for disclosers than for non-disclosers. However, consistent with the market reaction results, this relation is reversed when the acquired company operates in a poor investor protection environment, suggesting that these acquisitions are associated with better long-term performance consistent with the conjecture that these acquisitions are also more carefully planned.

Underpricing of venture backed IPOs: a meta-analysis approach

ABSTRACTListing firms are subject to underpricing mainly because of asymmetries of information, but IPOs backed by a venture capitalist are generally found to be subject to less underpricing. Although this condition is commonly verified by the empirical evidence, a consistent number of studies finds contrasting results. This paper aims to answer to the question: do venture capitalists effectively reduce underpricing at IPO? Evidence provides a negative answer, with venture-backed IPOs having higher underpricing especially in US markets. Meta-regression results confirm the different effect of VC between US and European IPOs. Results overall suggest that other explanations on underpricing might hold in US markets.

Do Independent Advisers Mitigate IPO Underpricing and Withdrawals in Europe?

Issuers increasingly appoint advisors in IPOs alongside underwriters. We find advisors in aggregate have no effect on first-day returns, withdrawals, or underwriting spreads in European IPOs. However, underpricing of IPOs with generalist advisors (who offer diverse services alongside IPOs) is significantly greater than with specialist IPO advisors and is at the expense of unsophisticated issuers. We link these findings to the different incentives of generalist and specialist advisors. Our results are consistent with naivety on the part of unsophisticated issuers, but more likely with unsophisticated issuers willingly paying for the reputational and other benefits of generalist advisors with IPO underpricing.

The determinants of IPO withdrawal – Evidence from Europe

Why do companies not follow through with an IPO after filing for one? This question is investigated by examining common stock IPOs for the largest countries in Europe. We cover 80% of the Western European IPO market over the 2001–2015 period. We establish that the IPO phenomenon of withdrawal is a common feature of equity markets and identify key characteristics that influence the probability of withdrawal. Findings indicate that venture capital or private equity involvement, the presence of negative news, CEO duality, or the intent to retire debt increase the probability of IPO withdrawal. On the other hand, higher levels of corporate governance or trading volume decrease the pssrobability of IPO withdrawal. We argue that imminent agency conflicts and the lack of appropriate control mechanisms can force a company to withdraw from the IPO.

Intention to Acquire and M&As: Evidence from European IPOs

In this paper we examine the disclosure on the IPO prospectus that refers to the firm’s intention to pursue an active acquisition strategy as one of the reasons for going public (disclosers). Based on research showing that properly evaluated M&As are more successful, we examine whether the disclosure of the intention to engage in future acquisitions captures the firm’s more diligent choice of acquiring target firms and the resulting increased synergies between the two companies (the signaling hypothesis). Our results are consistent with this conjecture. Using a dataset of European IPOs during the period 2002-2017, first we document that disclosers are more likely to engage in future M&A activity than non-disclosers supporting the notion that such disclosures are credible. Secondly, we document more positive market reaction around the announcement of the acquisition for disclosers than for non-disclosers. We examine the robustness of these results by controlling for shareholder rights and the bidders’ legal origin. As expected, firms in countries with better antidirector rights and stronger legal environment accentuate this result. Finally, results show that the long-run performance of the combined entity is more positive than that of non-disclosers up to a three year period following the merger. Interestingly, as the acquisition moves further away from the IPO date the long-run performance of the firm is reduced but remains reliably more positive than the post-acquisition performance of non-disclosers. Thus, our results suggest that the voluntary disclosure of the intention to acquire before the acquirer goes public can serve as a positive signal for the success of the acquisition.

The Determinants of IPO Withdrawal - Evidence from Europe

Why do companies, having filed for an IPO and incurred the costs thereof, not follow through? We investigate this by examining all common stock IPO's for the largest countries in Europe over the 2001-2015 period, covering more than 80% of the Western European IPO market by number and value. We identify key characteristics that influence the probability of withdrawal. Negative signals include venture capital or private equity involvement, the presence of negative news or the intent to retire debt. A number of these are in contrast to previous US based research, which highlights the importance of institutional and legal characteristics in research replication for Europe.

The impact of M&A strategies on the operating performance and investments of European IPO firms

We study the post-initial public offering (IPO) operating performance of 245 European firms that completed merger and acquisition (M&A) transactions after going public, examining the asset profitability (return on assets) and cost efficiency (return on sales). Controlling for performance persistence, we find that acquiring IPO firms do not generally perform differently from their non-acquiring counterparts. However, they exhibit a significant drop in operating performance that is common to most IPO firms: this latter effect is stronger with larger investments in M&A activity compared to company assets and with larger increases in operating working capital. We find the worst operating profitability when acquisitions are also paid with stock. When the acquisition is intended for business diversification, there is no impact on asset profitability, but we find a decrease in operating margins. Interestingly, we find no substitution effects between M&A activity and other alternative investments. Investments in intangible assets and capital expenditure by acquiring IPO companies are not significantly different from those by non-acquiring IPO firms.

Is there still a Berlin Wall in the post-issue operating performance of European IPOs?

This paper studies the post‐IPO operating performance of a sample of 555 European firms that went public between 1995 and 2006. Consistent with previous findings, we observe a decline in post‐issue operating performance of IPO firms. However, firms located in emerging European countries perform even worse after the IPO than firms located in developed European countries. Our results suggest that this less successful post‐issue operating performance by firms located in emerging countries can be explained by a more aggressive use of accruals and a better timing of the IPO in order to coincide with a period of high operating performance.

Ranking Underwriters of European IPOs

AbstractReputational capital is a valuable asset for underwriters in IPO markets. Existing measures of their reputation are tailored to the US market, where the same established investment banks typically handle IPOs on both the NYSE and NASDAQ. The widely used Carter‐Manaster rankings do not grade the reputations of underwriters of 67.5% of IPOs in Europe. The European IPO market is a series of domestic markets, where most underwriters operate almost entirely in a single country. This paper presents European‐based rankings of 260 underwriters of 3,776 IPOs in France, Italy, Germany, and the UK from 1995 to 2010, with the number of IPOs underwritten and the amount of capital raised.

Do regulatory changes affect the underpricing of European IPOs?

We use a sample of 3677 European IPOs during the period 1998–2012 to examine how the adoptions of corporate governance codes by Member States of the European Union (EU) have affected IPO underpricing on Member State-regulated markets, where issuers are subject to corporate governance rules instituted by Member States, relative to a control sample of IPOs on exchange-regulated markets, where issuers are exempt from Member State corporate governance codes. Using this control sample approach facilitated by the existence of second-tier, exchange-regulated markets in the EU, we find that, on average, IPO underpricing declined on Member State-regulated markets after Member States adopted corporate governance codes containing SOX-like provisions. We do not find a similar reduction in IPO underpricing on exchange-regulated markets. Our results are robust to alternative specifications, and our findings support the view that elevating corporate governance standards increases transparency and reduces information asymmetries that affect IPO valuations.

Is There Still a Berlin Wall in the Post-Issue Operating Performance of European IPOs?

This paper studies the post-IPO operating performance of a sample of 555 European firms that went public between 1995 and 2006. Consistent with previous findings, we observe a decline in post-issue operating performance of IPO firms. However, firms located in emerging European countries perform even worse after the IPO than firms located in developed European countries. Our results suggest that this less successful post-issue operating performance by firms located in emerging countries can be explained by a more aggressive use of accruals and a better timing of the IPO in order to coincide with a period of high operating performance.

Why Don't U.S. Issuers Demand European Fees for IPOs?

ABSTRACTWe compare fees charged by investment banks for conducting IPOs in the United States and Europe. In recent years, the “7% solution,” as documented by Chen and Ritter (2000), has become even more prevalent in the United States, and is now the norm for IPOs raising up to $250 million. The same banks dominate both markets, but European IPO fees are roughly three percentage points lower, are much more variable, and have been falling. We review explanations for the gap in spreads and find the evidence consistent with strategic pricing. U.S. issuers could have saved over $1 billion a year by paying European fees.

Competitive IPOs

Abstract Competition between investment banks for lead underwriter mandates in IPOs is fierce, but having committed to a particular bank, the power of the issuer is greatly reduced. Although information revelation theories justify giving the underwriters influence over pricing and allocation, this creates the potential for conflicts of interest. In this clinical paper we analyse an interesting innovation that has been used in recent European IPOs whereby issuers separate the preparation and distribution roles of investment banks, and keep competitive pressure on the banks throughout the issue process. These ‘competitive IPOs’ allow the issuer greater control and facilitate more contingent fee structures that help to mitigate against ‘bait and switch.’ But unlike more radical departures from traditional bookbuilding – such as auctions – the competitive IPO is an incremental market‐based response to potential conflicts of interest that retains many of the advantages of investment banks’ active involvement in issues.

Venture Capital Performance: The Disparity Between Europe and the United States

Résumé Cet article compare les performances des investissements en capital risque aux États-Unis et en Europe au regard de la valeur créée au cours du cycle d’investissement par les entreprises financées par ces fonds en capital risque. Nous montrons que les entreprises financées par des investisseurs américains créent significativement plus de richesse que celles financées par des investisseurs européens. Nous trouvons des différences dans les contrats, notamment sur la fréquence des rounds d’investissement et sur la création de syndicats, et montrons que celles-ci expliquent partiellement les différences de performances. Nous trouvons aussi que les investisseurs américains investissant en Europe n’obtiennent pas de meilleures performances que les investisseurs européens. Les entreprises de pays européens ayant un système juridique de « Common Law » et celles de pays ayant un système juridique codifié obtiennent des performances similaires. De même, le développement des marchés financiers et des aides à l’investissement en capital risque n’ont pas d’impact sur les performances. Les richesses crées par les entreprises dont les investisseurs sont sortis lors d’une introduction en bourse sont identiques des deux cotés de l’Atlantique. Par contre, concernant les sorties lors de ventes de gré à gré, les entreprises européennes sous-performent les entreprises américaines. De manière globale, la sous-performance des investissements en capital risque en Europe relativement aux États-Unis est attribuée au segment des entreprises ayant obtenus des mauvaises performances.

A friend in need is a friend indeed: Allocation and demand in IPO bookbuilding

This paper uses proprietary data on European IPOs with detailed information on the demand at different points of time and allocation for institutional and retail investors. The nature of the data allows us to analyze the reason of why institutional investors as a group get more allocations of underpriced issues than retail investors. By explicitly examining institutional and retail demand for different kinds of stocks, we find that this is due to institutional investors' superior ability to detect underpriced stocks rather than the underwriter's preferential treatment. At the same time, the subset of domestic institutional investors supports the underwriter in issues with weak demand and receives in turn favorable allocations in underpriced issues.

Are IPOs Still a Puzzle?

Résumé Cette revue de littérature a pour objet de faire un bilan de la recherche empirique menée sur les introductions en bourse en Europe à ce jour, et de déterminer dans quelle mesure les théories en la matière expliquent le comportement des actions introduites sur les marchés européens. À cet effet, nous décrivons d’abord le cadre institutionnel des introductions en bourse en Europe, son évolution récente et ses spécificités par rapport à l’organisation des marchés primaires américains. Ensuite, nous faisons la synthèse des résultats empiriques européens sur la sous-évaluation initiale, sur les performances à long terme et sur l’efficience des mécanismes d’introduction, en les mettant en perspective avec la littérature théorique.

Investor Sentiment and Pre‐IPO Markets

ABSTRACTWe examine whether irrational behavior among small (retail) investors drives post‐IPO prices. We use prices from the grey market (the when‐issued market that precedes European IPOs) to proxy for small investors' valuations. High grey market prices (indicating overoptimism) are a very good predictor of first‐day aftermarket prices, while low grey market prices (indicating excessive pessimism) are not. Moreover, we find long‐run price reversal only following high grey market prices. This asymmetry occurs because larger (institutional) investors can choose between keeping the shares they are allocated in the IPO, and reselling them when small investors are overoptimistic.

Why are European IPOs so rarely priced outside the indicative price range?

Unlike in the U.S., the initial price range for European IPOs is seldom revised, although issues are often priced at the upper bound. We develop a model that explains this seemingly inefficient pricing behavior. As in Europe, but not in the U.S., underwriters in the model obtain information from investors before establishing the indicative price range. A commitment to stay within the range is necessary to extract private information from investors. Ours is therefore the first treatment in which the bookbuilding range has a clear economic role. The model has important implications for empirical research based on European primary market data.

Investor Sentiment and Pre-IPO Markets

We examine whether irrational behavior among small (retail) investors drives post-IPO prices. We use prices from the grey market (the when-issued market that precedes European IPOs) to proxy for small investors' valuations. High grey market prices (indicating excessive optimism) are a very good predictor of first-day aftermarket prices, while low grey market prices (indicating excessive pessimism) are not. Moreover, we find long-run price reversal only following high grey market prices. Thus, small investors sometimes drive post-IPO prices temporarily upwards, but never downwards. This asymmetric pattern obtains because the larger (institutional) investors who are allocated IPO shares sell them to small investors in the aftermarket when the small investors are overoptimistic, but ignoring them when they are excessively pessimistic.