October 02, 2004
"Do No Evil"
About a month ago Google went public in one of the most highly touted IPOs in history. Many praised Google for its “Dutch Auction,” a process that was intended to avoid the usual pitfalls of conventional Investment Bank underwritings. A Dutch Auction is a “democratic” process where shares are allocated to all those who placed a winning bid. If all the available shares are bid on for $85, as was the case with Google, they will be sold to all who bid this price. This auction was open to anyone who cared to place a bid and didn’t require one to have “connections” with Investment Bankers, although it didn’t hurt if you did. The Dutch Auction differs from the standard Wall Street IPO format where banks buy the shares from the issuing company and then re-sell the shares to the public. In theory, a Dutch auction would garner Google a higher share price than the Wall Street format because the auction would be immune to price manipulation by the Investment Banks. Many have accused the Investment Banks of setting artificially low Initial Offering prices so their most-favored clients can benefit from price appreciation on the first day of open-market trading. The legality of Banks doling out shares to their “friends” is a murky issue as far as I know, but Google claimed that they wanted no part of this. In trying to abide by their self-righteous motto of “Do No Evil,” Google sought shareholders for the long haul. They figured that the Dutch Auction would accomplish this because a high initial price would preclude significant price appreciation on the first day of trading; thus dissuading anyone who was looking to make a quick buck.
A funny thing happened on the first day of trading though; Google’s stock price shot up to over $100. A price increase, or “pop” as the finance guys like to say, of over 20%. I asked myself why the stock popped over 20% and lent itself to quick in-and-out trading? I did some internet searching, on Google no less, and found out that many parties received only about 70% of the shares they had requested at the winning bid. I gather that Google could probably have sold all their shares for more than $85 a piece because there were bidders who did not receive a 100% allocation of their winning bid and because demand was so rampant that the share price soared over $100. I guess Google didn’t have the nerve to ignore Wall Street’s standard practices - no one asked them to, but they didn’t have to be disingenuous about the whole process. It was a Dutch auction in name only because Google didn’t accomplish the 2 things that it set out to do: raise as much capital as possible and issue shares in a democratic fashion.
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