Direct Public Offerings

by Field, Drew

• ISBN13: 9781570711466
• ISBN10: 1570711461
• Format: Paperback
• Copyright: 1997-04-01
• Publisher: Sourcebooks Inc

Summary

Instead of calling your broker, imagine buying stock after seeing shares offered in a box of macaroni, a listing on the Internet, or a tag attached to a six-pack of beer. In "Direct Public Offerings", Field, the pioneer in applying direct marketing technology to selling securities, thoroughly explains the ins and outs of the hottest new method for corporate financial growth.

Table of Contents

Introduction	xiii
Why So Few Corporations Do Underwritten Public Offerings
The Time Is Right to Market Corporate Shares
Is Public Ownership Right for You?
How an Underwritten IPO Is Done
How to Do a Direct Public Offering
The Regulatory Framework
Selling Shares on the Internet
Case Studies of Direct Public Offering
Glossary
Chapter 1 Why So Few Corporations Do Underwritten Public Offerings	1	(18)
IPOs Are Way Behind Supply and Demand
The Supply of Money in American Households
Individuals Have the Money to Buy Corporate Shares
Individuals Have Been Cashed Out of Corporate Shares
Entrepreneurial Corporations Are Ready to Go Public
Why Supply and Demand Are Not Being Matched
Changes in Investment Banking
The Street Gets Narrower
Syndicate Brains Versus Brawn
"Bought Deals" Replace the Syndicate
"Soft Dollar" Orders Replace Syndicate Sales
Investment Banking Profit Is Not in Syndicated IPOs
The Profit Is in Merchant Banking
The Profit Is in Financial Engineering
The Profit Is in Program Trading
Hollowing Out the Middle of the Syndicate
The Vanishing Submajors
Regional Syndicate Members Are Mostly Gone
Crumbling at the Base of the Syndicate
Fewer Securities Analysts Cover Fewer Stocks
"The Old-time Stockbroker Is a Dying Breed"
Profit Is Not in Selling Stocks for Commissions
Evergreen Income Is Replacing Commissions
Shareowners Are Switched to Other Products
Individuals Fear Wall Street, Stocks, and IPOs
Individuals Have Gone to Discount Brokers and No-load Funds
Individuals Are Afraid to Buy Stocks from Brokers
Underwritten IPOs Have Mostly Been Poor Investments
Penny Stockbrokers Are Not the Answer
The Consequence: Few Corporations Are Doing IPOs
Chapter 2 The Time Is Right to Market Corporate Shares	19	(26)
The Paradigm
We Want to Participate in Our Own Issues
We Want Better Games to Play
We Want to Be More Than Consumers
We Want to Do It Ourselves
We Want Advertising to Inform Us
Politics
Corporations Are Replacing Governments
Corporate Parliaments Are Replacing CEO Kingdoms
Entrepreneurs Are Replacing Bureaucrats
Individual Shareowners Are Replacing Custodians
Pension Reform Is Happening in Congress
Economics
From Inflation to Stable Prices
From Jobs to Technology
From Spending to Investing
Finance
Corporate Shares Are the Best Financial Instrument
The Supply of Shares Has Been Decreasing
"Deleveraging" Has Already Begun
Selling Shares Is an Entrepreneur's Best Alternative
Individual Shareownership Is a Worldwide Trend
Direct Share Marketing Is an Established Method
Technology
The Techniques of Direct Marketing
The Electronic Stock Exchange
Cybernetics Is the New Economic Engine
Work
Work Can Make Us Feel Good
Wealth Can Be Fairly Shared
Chapter 3 Is Public Ownership Right for You?	45	(20)
Twenty Questions
Reasons for Choosing a DPO
Which Companies Can Do a Direct Public Offering?
Screen Test for a Direct Public Offering
Your Purpose for Bringing in Public Shareowners
Where Public Shareownership Does Not Fit
Good Business May Be Bad Investments
Innovation Overload
Public Shareowners and the Lone Wolf Entrepreneur
A Steward for Shareowners
Imagining What Public Shareownership Would Be Like
The Right Time to Go Public
Holding on Until the Time Is Right
Corporations Without Investor Appeal
What Makes an Attractive Investment Proposition?
Corporate Concepts
People Who Can Make It Happen
Your Own Role in the Corporation
The Power to See It Through
Measuring Your "Affinity Group Appeal"
Chapter 4 How an Underwritten IPO Is Done	65	(12)
Underwriter's Letter of Intent
The IPO Preparation Process
How Underwriters Sell the Shares
The "Red Herring"
The Road Show
Telemarketing
A History of Underwriting
When an Underwritten IPO Makes Sense
Accommodating Custodial Care
Cashing Out Investors
Preparing to Sell It All
Going Only Once to the Well
Chapter 5 How to Do a Direct Public Offering	77	(36)
What Decisions Need to Be Made to Start a Direct Public Offering?
Decision Analysis for a Direct Public Offering
Estimating the Amount and Price
How Do We Get Started Doing a DPO?
"Corporate Cleanup"
Image Issues
The Board of Directors
Corporate Governance
Selecting the Team
Allies in the Campaign
Managing the Process
Newsletters, "CCs," and Meetings
Daily Progress Reports
Incentives and Recognition
Pricing Your Offering
Market Prices for Shares of Comparable Companies
Discounted Cash Flow
Price per Share
Price Influences Perception
Designing Your Marketing Program
Your Investment Proposition
Market Research
Share Marketing Pyramid
Marketing Pyramid for a $10 Million Offering of Shares
Announcing the Offering
Receiving Requests for the Offering Materials
Fulfilling Those Requests
Converting to Sales
Planning a Trading Market
"Trading" or "Order-Matching"
Trading Markets
Order-Matching Services
Electronic Matching Services
Closing and Beyond
Chapter 6 The Regulatory Framework	113	(16)
Securities and Exchange Commission
Exemptions
Filing Choices
State Regulation
Exemptions
Filing Choices
Chapter 7 Selling Shares on the Internet	129	(14)
Announcing the Offering
Requesting the Prospectus
Delivering the Prospectus
Most Stringent Rules
October Release Guidelines
Delivering the Share Purchase (or Subscription) Agreement
Other Marketing Communications
Chapter 8 Case Studies of Direct Public Offerings	143	(20)
New Mexico Financial Corporation
California Financial Holding Company
California Federal Bank
Farm and Home Savings
Real Goods Trading Company
Mendocino Brewing Company
Bridge City Tool Works
Hahneman Laboratories, Inc.
Blue Fish Clothing, Inc.
Annie's Homegrown, Inc.
Thanksgiving Coffee Company, Inc.
The Three That Failed
The Price REIT (Real Estate Investors Trust)
Portland Brewing Company
Tully's Coffee Corporation
Jim Bernau and His Companies
Glossary	163	(46)
Index	209