IPOfinancial.com

IPOfinancial.com Oldest specialty research firm for IPOs and Secondaries on the Street, providing unparalleled fundamental pre-IPO reports and opening premium expectations.

The generation of leveraged buyouts had its run by 1989, the end being preceded by the mini-market crash of 189 points that followed a failed takeover of United Airlines by American industrialist Marvin Davis. It was then that IPO Financial Network’s President, David Menlow, realized what would happen: the market would swing back in the direction of equity and the IPO market would re-emerge. If a

reliable model could be developed that would be able to project the opening premiums of the IPOs and Secondaries well in advance of their first day of trading, this information would become invaluable to the retail and institutional markets. It was then that IPOfn was born. Word spread like wildfire among investors about the accuracy of IPOfn’s opening premium projections. Along came what was known as the “.com era,” the IPO market had reached the apex of activity; this was the period that made investors money simply and quickly, if they were able to get allocations. Eventually the bubble burst, and the Global Research Settlement (“Global Settlement”) began. Sponsored by the NY State Attorney General Elliot Spitzer, the SEC, the NYSE and NASD, 12 broker dealers became mandated to provide independent research on IPOs; the settlement resulted in an increase in the IPO quiet period and several new regulations designed to prevent abuse on providing “favorable” appraisals. IPOfn was selected by 8 of the 12 in this litigation: Bear Stearns, Credit Suisse, Deutsche Bank, Lehman, Merrill, Morgan Stanley, UBS and Thomas Weisel. Over the years IPOfn has continued to enhance its fundamental reports and expand content with research that has yet to be matched in the pre-IPO space. This is complemented by the freedom to issue reports unrestricted by the 40-day quiet period, as IPOfn is not a broker/dealer. IPOfn fundamental reports aim for clarity when assessing each company’s risk profile, providing clients with the information they need to consider adding a stock to their portfolio. With over 20 years of experience, IPOfn is able to deliver a service better than having a specialty IPO analyst on staff while remaining much more cost effective, and undoubtedly more efficient.

07/20/2012

We have maintained that immediately after the failed Facebook offering that the IPO market was materially changed. There are numerous conditions that ended up getting rewired as a result, but the most notable were the valuation haircuts for all deals and the unspoken change in commitment on the part of the underwriters to work more for the investors than the issuers.

Case in point is todays offering of Fender Musical Instruments. The highly anticipated IPO was filed on 3/8/12 and released terms for the deal 4 months later on July 6th. We put out research team to work on a fundamental report. Initial expectations were for a Buy rating, but the best we could do was a Hold rating.

Fender has its challenges and investors have reacted accordingly. The filing range was $13-$15 and our pre-IPO service, which started with an opening premium expectation of moderate levels began to fade. Ultimately, it was removed from the hotlist as the reality of a potential pricing below the range surfaced.

The point of this posting is that the underwriters have taken the high road and not priced the deal to where the issuer wanted it. They held their ground and said it would have to be at a price lower than the company was willing to take. The result is that the Fender IPO has been canceled, with the company citing 'market conditions' as the reason. The reality is that the market is just fine, it was Fender that couldn't pass the ultimate test of what investors would pay.

WIth the likes of FIVE, PANW and KAYK setting the pace for what investors want and will get behind, the IPO is not a broken instrument, but rather one that quickly adjusts to all conditions. In the post-Facebook error, even though it took a while to recover, the aftermath shows that Morgan Stanley still has the magic and ability to get the good deals.

Facebook is still a bitter item in the mouths of individual investors, but the institutions, that had the favorable treatment in the FB IPO, have moved on and kept their collective eyes on the ball - the IPO and secondary markets.

07/18/2012

It's been about 1 months since our last post. Much has changed and this week will be IPO Nirvana relative to the deals that will be pricing over the next 2 days. If you indicate for them all, even the 1 bad one will not be much of a problem in aftermarket performance, relative to the other 4.

The WSJ talked about how the first day IPO pops are at the highest point since 2000. That doesn't mean we are in a feeding frenzy again, but the Facebook IPO mess seems to putting some distance from the rest of the IPO market, and although those memories are still fresh, investors are not poisoning the entire well of IPOs.

More important is the fact that secondaries are outpacing IPO pricings by nearly 5:1. For those trying to get IPOs and not getting more than a dribble of shares, the secondary issues hold the prospects of greater allocations.

Check with us for rating services for IPOs and Secondaries.

06/20/2012

Writing this posting is actually painful. Burger King is coming public - again. What do you mean you didn't know about it? Well the reality is that through a reverse merger with a London-based firm, the holding company received $1.4 bil for 16% of the Burger King Worldwide company that will be listed on the NYSE under BKW. So if you do the math, $1.4 bil runs up to $8.75 bil in market value for the new entity. Good country America, land of opportunity. Oh, did we forget to say that Bill Ackman and his 3G entity took Burger King private just 2 years ago for $3.3 bil? You can do the math on that one also for the ROI (return on investment). Granted the remaining shares are not being sold, but they will now have a bona fide market value. Chicken strips, anyone?

What bothers us is that once again, Burger King is going through another financial excursion into benefiting the insiders. For those of you in the market for a long time, you may remember that Burger King came public many decades ago and converted into a limited partnership. Public, private, public... the cycle seems to be endless and each time a new look and more promises, but it's the same old game.

This is not a public offering, because of the reverse merger into Justice Delaware Holdings, which traded in London, has been suspended, has had the name changed, and is listing this morning in NY. If you are interested in mystery novels, read the filings on this entire transaction. Aside from needing a visa to get from one side of the corporate organizational chart to the other, you have to scratch your head to ask 'Why?'

Whatever Bill Ackman was looking to accomplish with this complicated process to get BKW public, we believe he has left more uncertainty in the wake of this 'financial transaction' than trying to get create some buzz for the stock. No underwriters - no price range. You have to really understand the nuances of this deal to get behind it. That only brings to mind how comfortable the institutions will be with this convoluted mess. We are anxious to see if the underwriters pick up coverage on the company and what they have to say.

06/19/2012

If you woke up this morning because the ground shook a little, don't be alarmed. Don't be alarmed because it is only Morgan Stanley sticking its head out of its shell with its first IPO offering as lead manager since Facebook. Good bad or indifferent, this stock is going to undergo every single test that has been devised by man to assess the value of an IPO.

ServiceNow - NOW, is the company that put its faith in Morgan and evidently was unfazed by commotion of the Facebook offering. This IPO maintained its course and after 3 amendments will be ready to go next week for pricing on Thursday for Friday.

We will be coming out with a fundamental research report before the IPO, but if nothing else, this is proof positive that Morgan is going about business as usual and expects that the institutions will make this $186 mil deal work. After all, it was those same institutions that got their quick 4 points on the Facebook offering. They are ready for the next Morgan deal.

05/29/2012

As if the subject of Facebook's failed IPO hasn't already been ground into a bloody pulp by the media...

David Menlow will be on Fox Business TV on Wednesday, May 30th at 12 noon ET. He will hopefully have time to say all that hasn't been said yet about what's happening, past, present and future.

May 23, 2012 - David Menlow, founder of IPOFinancial.com, on Fox Business Markets Now.http://video.foxbusiness.com/v/165...
05/29/2012

May 23, 2012 - David Menlow, founder of IPOFinancial.com, on Fox Business Markets Now.

http://video.foxbusiness.com/v/1653220665001/

David Menlow, IPOFinancial.com president, on how Facebook’s IPO and Nasdaq’s mistakes in trading it will impact other future IPOs.

05/24/2012

Founder, David Menlow will be appearing on CNBC at 3:40 PM NY time to talk about the Facebook debacle. This interview will feature David along with another guest discussing the positives and negatives of this deal, and the ramifications that it will have on other tech companies looking to come public.

David's stance on this issue has been clear, as he will be taking the con position in this argument. Tune in for what should be an interesting debate as he looks to shoot down the notion that FB was anything other than a disaster that will have far reaching implications in the syndicate world.

05/23/2012

Tune into Fox Business today at 2:20 ET where our President, David Menlow, will be diving right into a discussion centering on what we should expect moving forward for the New Issues market - post Facebook.

On Facebook +4 days, we have the first casualty of the IPO market in the wake of Morgan Stanley's lead manager position on Facebook.

Tria Beauty - TRIA, was an IPO scheduled to price this week for 4.6 mil between 13-15 and has just been classified at Postponed. As we have been saying to our clients, the FB failure has put all underwriters on notice that if they can't price in favor of the investors, rather than the issuers, then it's Caveat Venditor.

Now there is a whole different situation with this IPO because Morgan Stanley is the lead manager on this deal. What we are seeing is a very direct statement by most of the investing public that Morgan Stanley IPOs are considered to be hazardous to your financial health. We'd like to use more colorful language, but this is a family platform.

Look for more deals to be postponed and the valuation haircut mode takes hold. Deals that are not solid are going to get price reductions or suffer the same fate as Tria Beauty. This is part and parcel to the 'clean up' cycle brought on by the overvalued situation with the Facebook IPO.

05/20/2012

Post mortem on the Facebook IPO...
Everyone is now an expert on calling what happened, AFTER the fact. Let's go through the checklist of what went wrong and then do something constructive and useful - talk about what's next.

Mistakes came from all directions on this offering.
1) - The initial price range was 28-35. This was much too wide and should have had no more than a 3 point range, such as 32-35. We won't talk about valuation modeling from the underwriter, but we all know the stock is very highly valued. Moving on. The revision from 28-35 to 34-38 was only going to be a mistake if the pricing was going to be within that range. Obviously, it was and didn't price above. This is a psychologically important component of any IPO pricing, the perception that the deal is really hot. What should have happened is an initial tighter range of 32-35 and then price the stock at 38, to create the excitement.

2) - The pricing of the stock, albeit still very rich, was perceived to be all that the underwriters could get while still leaving some money on the table. Unfortunately, the investors had a different idea. The initial indications of 45 were in step with the size of the deal, but the sentiment of many was that the deal was so enormously oversubscribed that is should have opened with a double or at least a 50% pop. That didn't happen because pricing at 38 hit the street with an audible thud. Seeing only 45 caused many participants in the IPO shares to bail, hence the pressure that pushed the stock down to 42 for the opening, yet another disappointment.

3) - 337 mil shares was a large initial amount in the filing, but demand was off the charts. The fact that the insiders were selling a majority of the IPO shares to the public was not a big issue, afterall, the average price for the insiders was $1.11 per share. Yes, good country America, land of opportunity. The problem in this area was that the deal was expanded in shares by 25%. This apparently took took a lot of wind out of the sails of the IPO. Making it an issue of contention was that the company didn't offer the additional shares, the insiders did. It was no sign of bailing out because there is a problem internally, it was just an opportunity for others to monetize their long-term in vestment in the company from many years prior.

4) - Nasdaq also shares some responsibility because of the massive aspect of the offering and all the transactions that were part and parcel to the day's trading. Investors were not able to get their reports on what prices they sold there shares. The delays were excruciatingly long involving many hours before those reports were delivered. Doubt crept into the minds of anyone playing the stock and the sell orders hit the stock in the afternoon, which is typical of investors who have doubts of any kind about a stock.

One of the really huge friends Facebook had during this first day of trading was the clock. The pressure the stock saw near the end of the day from sellers on a second test of the IPO price of 38, was massive. Watching the orders and the accompanying share quotes get whittled down to almost nothing at 38 on the bid was difficult to watch. We were minutes away from a meltdown on what started out as a good offering, that turned into a disappointing offering, which could have easily become one of the most significant financial sinkholes in recent memory. The 38 price held and the stock rallied into the close. If the stock market closed a half hour or even 15 minutes later, the stock would not only have broken the IPO price but would have seen massive liquidations of an epic scale. So if the Facebook people had anything to celebrate last night, they should have included the clock.

Let's move on...what's next?
Monday, Facebook turns into a failed IPO that will join the list of Internet and social media IPOs that had their time in the sun, only to break their IPO price. We are not giving up on this behemoth of a company. But it does now means that all those who were pitching the negatives about the offering, vis-a-vis the fundamentals, corporate governance, stagnating market growth from new users, inabilities to monetize mobile, etc, will all be standing on their soapboxes. The absence of any new news items from the company will provide a fertile environment for the media to be overpowered by those who subscribe to those issues cited just above.

With the stock under pressure, it will be up to people smarter than us to come up with downside targets. But the point of this posting is 'So what's next?' Next is patience. If you haven't bought the shares, you are in the drivers seat. As the stock drifts down, talk to your broker and pick a level where you will be comfortable and buy. Yes, there will be some volatility spikes with the stock, but it is not running away from you - not yet. If you are a buyer, you must insulate yourself from the financial rhetoric on TV and in print. This is a visionary company that came to market in an overvalued situation. It will work and work on a grand scale, but from lower numbers.

Prior to the IPO, we wrote a research report on the company with our lowest of 3 Buy ratings. Just underneath that are 3 levels of Hold, just for a point of reference. Innovations and revenue generating platforms have yet to be announced and deployed. The question is, are you, as an investor, willing to sign on for that vision, or do you want to make incongruent parallels to currently trading stocks? The panic period for everyone who wanted to buy at any price before the IPO has evaporated. Other than listening to the media from now on, it's a buyer's market, if Facebook is your stock.

Facebook came into the stock market as an 8-year old seasoned company with quantifiable financial metrics. It was a proven company with everyone chomping at the bit to get IPO stock. Unfortunately, all that has changed because of the substandard performance of the stock on its debut. It’s going have to prove itself once again, but from lower levels. It no longer matters who was at fault for this performance. The big question is, once again… What’s next? Whatever it is and whenever Facebook releases it or them, don’t act surprised.

05/17/2012

Our founder, David Menlow, will be doing a live TV segment on Fox Business News on Friday, May 18th starting at 11 AM Eastern. He will be on the set for an entire hour with periodic commentary based on the opening of Facebook and the other guests that are interviewed during the course of that 1 hour. Be sure to tune in.

For those of you in the stock trying to figure out where to get out or looking to buy the stock before it opens and are seeking some guidance, think of this opportunity as something similar to trying to nail Jello to a wall. We could also ask 'How long is a piece of string?' There are myriad possibilities. Hopefully this clears up closer to the opening of trading.

05/14/2012

T-minus 4 days until the Facebook pricing. All the media channels are heavy into trashing this IPO. It goes without saying that if you can get IPO-priced stock, get it and be thankful. If you can't, then it's a game of roulette as to how to play the stock in the aftermarket. Here is one strategy.. It's unlikely that the stock is going to skyrocket and continue moving higher, let the stock open and hope for a pullback in the price. You will have to exercise a lot patience, but it is the only reasonable strategy for this loose cannon.

05/11/2012

So you think Secondary offering are not worth looking at? JP Morgan doesn't just take $2 bil trading losses, they did a hugely successful deal today with SXCI priced at $90.60. As of this post, it had a high today of $94.77. Our clients got the buy recommendation yesterday.

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