US Startups Don't Want To Go Public Anymore (qz.com)
According to a new working paper from the National Bureau of Economics, the number of American firms listed publicly in the U.S. has dropped more than half. In 1997, more than 7,500 American firms were listed publicly in the U.S. Nearly two decades later, in 2016, the number had dropped to 3,618 firms. Quartz reports: The crux of the issue is that U.S. startups are increasingly shunning stock market boards. That could have worrying implications for America's long-term economic prospects. One big reason young companies are shying away from IPOs is that public listings don't offer much benefit to promising startups, say the paper's authors, economists Craig Doidge, Kathleen Kahle, Andrew Karolyi, and Rene Stulz. In fact, going public can hurt them. The upside of public listing is that it lets companies raise huge sums of capital, issue more shares, issue debt with relative ease, and use equity to fund acquisitions. But because of the ways the American economy has evolved, those advantages are less important than they once were.
When industry powered U.S. growth, companies grew by spending on capital investments like factories and machinery. Back in 1975, firms once spent six times more on capital investments than they did on research and development. But as the U.S. shifted toward a services and knowledge-based economy, intangible investments became increasingly important. In 2002, R&D expenditures for the average firm surpassed capital expenditures for the first time. It's stayed that way since; nowadays, average R&D spending is roughly twice that of capital expenditures. The problem is, two features of public listings -- disclosure and accounting standards -- make things tough on companies with more intangible assets. U.S. securities law requires companies to disclose their activities in detail. But startups are wary of sharing information that might benefit their competitors.
When industry powered U.S. growth, companies grew by spending on capital investments like factories and machinery. Back in 1975, firms once spent six times more on capital investments than they did on research and development. But as the U.S. shifted toward a services and knowledge-based economy, intangible investments became increasingly important. In 2002, R&D expenditures for the average firm surpassed capital expenditures for the first time. It's stayed that way since; nowadays, average R&D spending is roughly twice that of capital expenditures. The problem is, two features of public listings -- disclosure and accounting standards -- make things tough on companies with more intangible assets. U.S. securities law requires companies to disclose their activities in detail. But startups are wary of sharing information that might benefit their competitors.
Once upon a time, people buying stock looked at a company and tried to decide the long time worth for that company. Essentially, did you, the investor, belive in the company and its products/services. For investing in it you got dividends if it was profitable.
Now, when you can trade immediately and it is more profitable, not to wait for dividends but rather selling the stock to someone else, many investors are not interested in the company itself, but the changes in the perceived value of the company. You don't care if the company goes belly up after you sell your shares, as long as you did a profit in selling them. There is very little incentive for long term investment for the good of the company.
So, now tell me, why a starting company would like those kinds of investors?
Why go pubic? you need a viable business plan and other annoyances like profits and disclosure to do that.
It's much more comfy to be bank rolled by VCs and stay in dreamland.
This is just another result of the concentration of wealth (and, in particularly, fiat wealth) in society. The difference now is that private equity companies and investment banks can raise billions of dollars if required to fund companies from a small number of ultra wealthy investors. Twenty or so years ago, the only way to obtain those sorts of sums was to attract the savings of the middle class. If you have a good investment, the cost of funding it is basically insignificant, so why would you want to let the unwashed retail investors get their hands on it? The only useful purpose for retail investors is to offload the company once maximum value growth has been obtained.
This is the yet another failing of modern capitalism. The savings of the middle class, which are supposed to be the prudently forgone consumption that allows space in the economic pie for new businesses to develop, have been rendered valueless. Normal people cannot get access to any of the investments that generate decent returns, and central bank supported asset prices bubbles essentially work as localized inflation, destroying the value of savings year on year. The smart money (ultra-rich and their bankers) have been busy using QE money to leverage themselves into all the real assets. The middle class cannot compete with this, and when the tide goes out (global fiat bubbles pop) the middle class will be left with paper, and the ownership of hard assets (real estate, productive companies etc) will make the return of feudalism complete.
Here's the operative sentence from TFS: "That could have worrying implications for America's long-term economic prospects." which is completely wrong! "Public" companies are vampires for "shareholders", which is great if you're one of them. Otherwise, you're at the shitty end of Piketty's r>g equation.
The disclosure is pretty much a killer for 1 or 2 product tech startups. Your competitors get to see how big your market is, how the market share is growing, how much cash you have left, and disclosure on r and d spend etc etc. Very easy to make judgements on if they are worth buying, or just competing directly with or otherwise the competition playing with you some how.
I've been following a product that was developed in a startup listed company, then sold to a non-listed venture capital based company 3 years ago. I have really zero information about what is happening to that product now. But for the 3 years before it was sold, I know the sales volume, gross profit margin, growth rate and final sale figure which is what I'm using to validate and extrapolate from there. In the private company all that information has stopped.
If your company makes consistent profits, as Valve does with Steam, what is the motivation to go public? You lose control of the company and can often end up focused on short term profits instead of long term success.
If your company is crap, like Twiiter, then obviously there's a strong motivation to dump it on to other people while it is perceived to be worth something.
This is why a lot of companies listed on the market are junk.
Once upon a time, people buying stock looked at a company and tried to decide the long time worth for that company. Essentially, did you, the investor, belive in the company and its products/services. For investing in it you got dividends if it was profitable.
That's a nice little fairy tale you are telling yourself. The reality is that people were day trading way back in the 1920s. The notion that investors back in the day were any different from investors today is demonstrably nonsense. Human greed hasn't evolved or changed in the last 100 years. The technology to facilitated it has advanced but the basic behavior of people in a stock market is no different today. It just moves faster is all.
So, now tell me, why a starting company would like those kinds of investors?
There have ALWAYS been short term investors who don't give a shit about the long term prospects of a company. This is nothing new. See the corporate raiders of the 1980s. I lived through that and I assure you that absolutely nothing has changed in the last 40 years except the speed on the transactions.
The cost of compliance with information disclosure regulations is also part of the issue, here. Sarbanes-Oxley is estimated to cost more than $500K/year. That is no small sum for companies with a few million in profit, so the bar for going public is concomitantly raised. A good rule of thumb is that you need to be at $100M+ of revenue to even consider this. Lots of very good, profitable companies do not make that threshold.
If humans are mostly water, and beer is mostly water, then humans must be mostly beer.
Let them first establish a profitable business using privately raised money. (We wouldn't have had the Dot Com Bubble if people had acted in this responsible manner.)
"I don't know, therefore Aliens" Wafflebox1
Couple of important points you're missing here. Firstly: in tech especially these days you might not even have to convince a group of VC investors, if you've got promising technology one of the larger tech players might well be willing to invest in you. Alphabet/Google and the rest are funding quite a lot of small companies these days. Secondly: if your plan is to develop a sustainable business that will end up making you a lot of money, then going public might not be the best approach to begin with. The more stock you/the original founders keep on yourself, the more you're going to get out of the company when it starts turning a profit, regardless of whether you go public eventually or not.
When you add to this the points mentioned in the summary: namely that the amount of capital required by new companies is going down (software especially is nowhere near as capital heavy as it used to be) and hat going public makes you subject to stricter transparency rules which might not be ideal competition-wise, it's clear that unless you absolutely have to go public due to not being able to get funding elsewhere (or for some reason requiring large amounts of it), it often makes no sense for a startup to go public as a means of getting funding.
"It is the business of the future to be dangerous" -Alfred North Whitehead
Please. From what I understand (and I am not that interested, so I haven't looked all that closely) VCs take even more than they used to. In return, they run companies into the ground by pushing them to grow too fast, where most fail. All for a 0.5-1% better return than responsible stewardship.
Anyone who actually wants to work like crazy for years in return for a 1% chance of success is either delusional concerning their own skills and destiny, bad at math, or just ignorant.
It is exactly the LACK of business finance savvy in startups that VCs take advantage of now. "If you're the next Google, this 0.005% stock will be worth millions!" They've dropped the percentages they give to owners to ridiculously low levels, and the dumb ones keep coming. Please correct me if I'm wrong, but this is what I seem to be hearing. It also makes complete sense, from a point of view that leads to the vulture capitalist label.
I've built my company slowly, mostly as it made sense. If I didn't have a ridiculously over-cautious wife, I'd probably be further along... but we're still doing rather well. (BTW, that's as much luck as skill/hard work) One of my major clients is WAY bigger than me, with like 4 subsidiaries and 20 locations around the US employing hundreds of people. With my 100% ownership of my company vs. the president of that company's current share of his, I'm actually worth more. It's almost embarrassing. He'll bitch about wasting his important time dealing with me, when I'm worth significantly more than him. Big man, indeed.
Sure, I guess taking a shot at greatness in your youth would be the time to do it.... it's just not a very good return on investment. Kind of like using the state lottery as your retirement plan.
I work for a Fortune 500 company as a result of working for a successful startup that got bought out. The startup that eventually hired me started in the late 1990s I think. Employees who were there in those early years told me that the company thought seriously about selling stock, but for whatever reason decided not to. That decision probably saved the company. The internet bubble burst and they avoided being caught up in that. I was told that after the bubble burst they did have some layoffs, but they weren't too bad. The company just chugged along and grew and eventually was bought out by the company I now work for.
There actually are ways without going public to eventually enrich company executives. Someone else mentioned a plus of going public was giving stock bonuses because they don't tap company revenue. The start up I worked for gave some kind of restricted private stock in the company to execs and the rank and file employees got some kind of shares but those rank and file shares weren't as numerous or worth as much. I came on too late to get those so I don't know much about them. All I do know is that when the Fortune 500 company bought us, the rank and file employees did get paid for their private stock shares and the exces made a fortune. Pretty much every one of those execs became a millionaire. Some of them told us they were simply going to retire after the sale because they made so much money they didn't need to work again.
What we are seeing is the fact that a company stakeholder and a stockholder are completely different people now. Now, especially with HFT, if your company has any bad news, investors bail in droves. You can't just focus on the next quarter, but the next few days, to keep the shareholders happy. You do a charge-off (a company investment in retooling or some major renovations to change from being a better buggy whip maker to a car accessory maker), you will be served with a class action shareholder lawsuit first thing the next day.
Because companies are under the constant lash of this quarter uber Alles, the only real way to expand into a new market is to buy an already existing company, unless one is Apple and investors know they will have their cake and eat it too when Apple forges into a new area.
Keeping a company private is a wise thing. The board that runs Dell isn't stupid, and after they removed themselves from the public market, product quality has improved. Plus, why subject one to the whims of market manipulators and pump/dump artists, when capital can flow from other sources?
The ratio of how much the funding is used for capital versus other expenditures doesn't change the fact that fundraising through going public can be appealing.
One thing the ratio did in the past, however, was to mitigate the looting the shareholders could do to the company. Capital assets are not trivially liquidated and as such contribute to a company having a hard time financially evolving themselves if they have a lot of money tied up in assets. A lot of companies getting rolling love and pay a premium to have flexibility and so they have perhaps more money being spent, but they can change their minds easily.
However, that flexibility also includes the ability to throw liquidity at the shareholders, and investment firms can get very pushy if they see liquidity and demand stock buybacks and large dividends for short term benefits even if the company's well being is better server through longer term investments. Being a public company attracts investment firms that don't give a damn about your business, and statistically speaking they are better off sucking the blood out of the company than letting it ride, so they will limit a companies ability to make long range bets.
XML is like violence. If it doesn't solve the problem, use more.
I had to run out the door... I meant to add my attempt at useful suggestions/alternatives.
First, I want to back up on what I said a little bit concerning VC capital in certain situations. If you're success as a company REQUIRES lots of capital, then sure... having a little bit of something is better than a whole lot of nothing. There's nothing ignorant or stupid about that, if you've taken a clearheaded look at the situation and that's your call. However, I think many times there are simply better ways to do it.
The point of the article was that startups are avoiding investment money in order to grow themselves. I would imagine, if someone makes that decision, that it's almost certainly a better decision for them. If you CAN do it without selling too much of yourself to investors in the process, wow is that a whole lot better.
Sure, there are cases where you have to go big immediately or you can't even really play. However, they're far fewer than most seem to think. Google was FAR from the first search engine. If someone came up with a fully natural language super-AI search tomorrow, Google would be toast in a couple years if not months.
Anyway, that's a tangent for my point here I guess.
You don't have to have the next big idea to be successful, to make a lot of money, to build a good company... whatever your goals are. There's WAY more smaller niche spots to build a company in that pay better than an executive position at a major corporation. You can grow at a sustainable pace, with WAY less stress and freaking out.
Heck, what I think a huge number of people seem to miss is that you don't even have to be NEW. Sure, there are a million AC repair shops, electricians, gas stations. You just have to be BETTER than MOST. My favorite gas station is absolutely killing it, with 4x the traffic of the spot across the street. The spot across the street is CHEAPER. This place is just cleaner, friendlier, and they work hard to stock good stuff you actually want. That's it. Limited growth potential? Err, not really. Maxxed out your first location? Open another. (CAREFULLY, that's a major killer right there.. the second location)
A lot of small companies still make millions of dollars. Many small companies are run by idiots... that's your competition. A smart person who doesn't make a habit of fooling themselves can do really well, if they can manage to get started. That is, really, the hardest part.
One of the things that I hate about SV/VC culture is that they deride the companies that you're talking about as "lifestyle" companies. You're either a disruptive unicorn or you're nothing. It's a horrible make-or-break culture that doesn't do people any good.
We didn't have much trouble getting money from banks at LIBOR +2%, IIRC. If you can get money that cheap without sharing equity in the growth phase, why would you?
Of course, if all you have is an idea and you are relying on contract manufacturers in China to build it for you you might need a little extra...
I think the real reason IPOs are out of favor is summed up in TFS: the "intangible assets" aren't really worth what they claim. No positive cash flow, no dice.
When you sell out, good business decisions take a back seat to the constant pressure to increase profits - and thus the stock price - at all costs. How many companies have eaten themselves alive to feed investors, and then feed the MBAs/consultants that come in to "fix" things but ultimately just gut the company and run?
Are not treated fairly or consistently under US accounting rules when going public or in the event of an acquisition. So a startup might be better off avoiding that mess and then go public or be bought overseas.
Have gnu, will travel.
The article was about IPO and not VCs. Going public changes how a company can be run.
Private companies are not required to publicly disclose financial information, while public companies are required by the Securities and Exchange Commission to file an annual report documenting their performance in detail. Because private companies don’t have to disclose financial information, they can focus on long-term growth instead of making sure shareholders are getting their quarterly dividends. Private companies don’t need shareholder approval for operational and growth strategy decisions made by the company, as long as that is stated in their corporate documents.
Public companies must inform shareholders about and get approval for the company’s operations, financial performance, management actions, and other decisions.
Going public is expensive, and there is unlimited liability for a company’s owners.
Public companies may have an easier time raising large amounts of capital by selling securities. Investors are more likely to invest in a public company because there is less risk and more potential to reap large rewards.
Public companies can return to the stock market and raise more capital via a secondary stock offering or by issuing a bond.
Public companies must comply with the rules established by the Sarbanes-Oxley Act, which was enacted to protect investors. The act contains a myriad of regulations concerning board responsibilities and requires the Securities and Exchange Commission to administer rules that comply with the law.
Don't go public if you don't have to. Then you can control your own company and make your own decisions instead of begin beholden to quarterly earnings reports.
From someone who has had thier not that small startup get absolutely trashed by VC I agree with most of what you wrote, my main disagreement is it's a worse landscape than you paint. You are leaving out a complete disregard for all laws or actions that they probably won't be held accountable to. Here is how I was scammed
It was a university startup and while I had the largest ownership by a good margin, we started with around 12 owners including some facility and licensed the technology through the university (you don't own what you invent at universities just like at companies). This made politics an issue from day one as emails from senior university officials from the business development office had comments like "who cares, fuck the students" and the law services butchered the articles of incorporation when a simple boiler plate would have been better. I was working two and a half full time jobs managing the technology and as this was my first company I had quite a bit to learn. We eventually took on money to produce product, but this basically "required" taking on a CEO with experience who due to various NDAs keeping information from us turned out to be a typical finnancial criminal. After the first CEO colluded with this new hire CEO, he was able to vote shares not yet vested through the milestones outlined in his agreement through a stupid and ignorant loophole in our articles and the agreement language. By combining them with the shares we lost in the opening round we lost control of the company. The CEO then made a predatory purchase agreement with the contract manufacturer who also happened to be the largest VC. This 10 million dollar purchase was hidden from finnancial disclosure during a subsequent investment round. When the company had a shortfall and couldn't pay an emergency shareholder meeting was called 1 week from an announcement on Christmas Eve night where it was announced the 10 million dollars invested in the company was now worthless because the company was insolvent and we now were so lucky to have our entire company bailed out ( with a 14-1 dilution) by undisclosed people who only paid 400k and the whole deal was kept secret to a few select large VC who fucked all the others (and me) over using inside knowledge of the company. They wouldn't provide any of the legal documentation required by law before the meeting and when a class action lawsuit started up the independent council investigating took verbal confirmation that they had in fact had a secret document that had disclosed the 10m off the books deal. I should have known when I tried to hire a law firm and the first 12 had conflicts that I was really fucked.
tl:dr VC will just take your company and kick your withered corpse to the curb but only after milking all of your contacts and resources dry then burning the bridges on your behalf. The only reason you should take on money is if you are damn sure you can get the upper hand and fuck them over financially, because that's the only reason VC invest in startups.
Was that before or after they had an excellent adventure?
Cheap storage VM.
How's life in the hypocrite lane?