Mum Is the Word On Where IPOs Will Call Home
NEW YORK -- Some high-profile IPOs are being coy with where they plan to list their shares.
Recently, a few companies have filed to go public without revealing where their shares will trade. While that is typical for small-scale or self-underwritten offerings that stand a good chance of never seeing the light of day, the recent group of companies has included some of the market's most-anticipated initial public offerings, including the $2.72 billion IPO for online-search engine Google Inc. and the pending offering for investment-research firm Morningstar Inc.
Listing decisions have been complicated of late because of the problems facing both major markets. Electronic-trading platforms have cut into the Nasdaq Stock Market's overall market share, while the New York Stock Exchange has been addled by the continuing legal dispute with former chairman Dick Grasso over his pay package.
"Right now both exchanges have got real problems," said Joseph Bartlett, a securities attorney with Fish & Richardson in New York. "For companies, it's better to be cautious, see what plays out and make the decision at the last minute."
Nasdaq has always marketed itself as the premier destination for high-growth technology and biotech companies. The NYSE has sold itself on the prestige of listing on the Big Board. The 10 largest first-day gains have all taken place on the Nasdaq. Nine of the 10 largest IPOs ever have been sold on the NYSE.
For some IPOs, there is little choice in where to list. Many of the recent biotech companies list on Nasdaq because they don't meet the Big Board's standards, since they have no revenue yet.
So the competition is more acute for companies that would meet the listing standards. Both Google and Morningstar fall into that category, and the competition to list their shares is intense. Indeed, NYSE Chief Executive John Thain is believed to have personally been involved in trying to woo Google. Recently, he would only say that getting the listing was "important at the highest levels of the exchange."
In the future, both stock markets also face increased competition for new IPO listings from outside markets. Alternative trading platform Archipelago Holdings Inc., parent of ArcaEx, plans to list its own shares on the Pacific Exchange, for trading on the ArcaEx, in the coming weeks when it completes its own IPO. Archipelago and the Pacific Exchange teamed to create ArcaEx, an all-electronic stock market, in 2000. Archipelago, based in Chicago, plans to sell 8.7 million shares at $15 apiece through Goldman Sachs Group Inc. and J.P. Morgan Chase & Co.
Elsewhere in the IPO market:
Salesforce.com Inc., the business-software maker that halted its IPO marketing last month amid media scrutiny of the deal, said the interviews given to the New York Times for an article in May may have prompted a violation of securities law. In a filing Friday with the SEC, the company confirmed that a May 9 Times article, in which Chief Executive Marc Benioff was quoted extensively, prompted a so-called cooling-off period, during which marketing of the deal was stopped. The company's filing said that while it would "contest vigorously" any securities-law claim, it was postponing the offering "in order to reduce the risk of investors' possible reliance" on the May 9 article. Separately, the company said that Mr. Benioff, 39 years old, has already sold 6.7 million shares of stock, at prices between $2.15 and $8 a share. He still owns more than 28 million shares.
Jackson Hewitt Tax Service Inc., the tax-preparation unit of Cendant Corp., set terms on its coming IPO, and the size of the deal reflects how useless "placeholder" estimates for IPO deal sizes can be. Companies nowadays don't file initially with price terms, but rather give an estimate to calculate a filing fee with the SEC. The estimate for Jackson Hewitt was $100 million. Yet, it now plans to sell 37.5 million shares at $18 to $20 apiece, valuing the deal at about $712.5 million. Goldman Sachs and J.P. Morgan are leading Jackson Hewitt's IPO.
The writing was on the wall, but Noveon International Inc., a maker of specialty chemicals, formally withdrew its IPO last week. It was the second time Noveon pulled the plug on its deal, with the company originally abandoning plans to go public in May 2003, citing poor market conditions. This time around, circumstances were better: Noveon withdrew its IPO Thursday because it was acquired by Lubrizol Corp. for $1.84 billion.
新IPO对上市地点讳莫如深
一些备受瞩目的IPO对上市地点讳莫如深。
最近，一些公司提交了上市申请，但没有透露计划在哪个证交所上市。尽管这种做法对于名不见经传的小公司或是自行进行IPO的公司来说非常普通，但最近一些市场最为期待的IPO也采取了这种做法，其中包括网上搜索引擎Google Inc.总额为27.2亿美元的IPO以及投资研究公司Morningstar Inc.的IPO。
公司的上市决定因两大证交所面临的棘手问题而在最近变得复杂化－－电子交易平台侵蚀了那斯达克市场的整体市场占有率，而纽约证交所仍未从有关其前董事长格拉索(Dick Grasso)薪酬方案的法律纠纷中脱身。
Fish & Richardson驻纽约的证券律师Joseph Bartlett说，“当前，两大证交所都遇到了棘手问题。公司最好谨慎一些，等到结果出来的最后一刻再做决定。”
那斯达克总是夸耀自己是高增长科技和生物科技公司的首选上市地。纽约证交所则将其声望作为卖点。历史上首日交易最大涨幅前10名的股票都出自那斯达克；而规模最大的10个IPO中，有9个是在纽约证交所上市。
对一些IPO来说，在何处上市几乎没的选择。近来许多生物科技公司在那斯达克上市，因为他们尚未有收入，没达到纽约证交所的上市标准。
因此，对达到上市标准公司的IPO的竞争较为激烈。Google和Morningstar就属于此类公司，对这两笔IPO的竞争达到白热化。实际上，纽约证交所首席执行长塞恩(John Thain)据信曾私下游说Google。但前不久，他仅表示获得Google的IPO是证交所至关重要。
在未来，两大股市还面临著外部市场对新IPO的日益激烈的竞争。另一个交易平台Archipelago Holdings Inc.计划在太平洋证交所(Pacific Exchange)上市，并在完成IPO后在ArcaEx进行交易。ArcaEx是Archipelago和太平洋证交所于2000年联合创建的全电子股票交易市场。总部位于芝加哥的Archipelago计划通过高盛(Goldman Sachs Group Inc.)和摩根大通(J.P. Morgan Chase & Co.)以每股15美元的价格发行870万股股票。
