It's
been a spectacular bull run. Spectacular not just in terms of
how long it has lasted but also in terms of the huge earnings
that investors have made. This particular bull run has also been
significant for another reason. It has seen unprecedented money
flowing into the primary market. Take a look at this: from a mere
Rs 2,307 crore in 2003-04, the capital mobilised through fresh
issues skyrocketed to about Rs 14,869 crore in fiscal 2004-05.
More; it is estimated that from January 2004 to today, investors
have made a net gain of roughly Rs 19,500 crore just on primary
market investments where the issue size was at least Rs 100 crore.
If that's the case, why is everybody crying
wolf on IPOs and the primary market? Shouldn't investors be kicked
with the sheer volume of riches they are supposedly raking in?
Unfortunately, it has not been a story of unmitigated gain alone.
A significant portion of the earnings has gone to institutional
investors, with retail investors managing to corner only a small
share. Worse, a large number of retail investors have made heavy
losses.
While some of the blame for this can be laid
at the door of poor regulation, heavily speculative practices
of institutional buyers, and the suspected rigging of listing
prices, the average Joe investor cannot shrug off all responsibility.
Cupidity compounded by stupidity seems to have been the guiding
principle when it comes to investing in the primary market. There
has been little attempt at independent stock research, people
have just rushed blindly after anything that listed, in the fond
hope that buying into a new issue is in itself a guaranteed way
to profit. As Prithvi Haldea, CEO, Prime Database, asks: "Why
do investors treat investing in the primary market as different
from the secondary market? They can't take it easy and lie back
and expect IPOs to give them assured returns on their investment."
For investors who do think it's that easy,
here are some interesting numbers: of the 89 companies listed
since January 2004, as many as 19 are quoting below their offer
price, while several more have recorded a bare 0.33 per cent to
8 per cent gains. For people who bought into these scrips, the
primary market has been punishing.
Where are these investors going wrong? The
problem is the old one-that of selection. It's imperative that
investors ensure that their money goes into the right issues.
True, that task is not easy, which is why the promoters of companies
going public have to be totally transparent. More so during a
bull run when, as investment bankers point out, the responsibility
of such companies towards their investors is much higher.
HOW MUCH IS TOO MUCH? |
How will future
IPOs be valued? Companies will, irrespective of whether the
market is in a bull-mode or a bear one, try for the highest
valuations. So, what should investors do? For the investor,
the obvious issue will be to check the fairness of the valuation.
The problem in an emerging market is that there are several
sectors where there are either no listed companies or not
enough to simplify the valuation process.
Take, for instance, the Radio Mirchi scrip. In its sector,
it will be the first company to be listed. In the event,
the only reasonable way to value this company will be discounted
cash flows or understanding how similar companies are valued
in other countries. Jet Airways chose the latter method
and measured itself against Singapore Airlines and Ryanair
when it went public.
And what if there are just one or two companies listed
in a sector? For instance, when telecom company Hutchison
Essar looks to go public, its benchmark will have to be
Bharti, which, following the Vodafone deal, is valued at
$17 billion (Rs 76,500 crore). "History shows that
in any sector dominated by two-three large players, scarcity
drives sentiment and the second player to be listed gets
premium valuations," says Aditya Sanghi, Country Head,
Investment Banking, Yes Bank.
Enam's Mahesh Chhabria describes investing in an IPO as
a pure perception call by an investor. "Sure, there
are companies of not very high quality that go public. The
issue is one of balancing greed and fear," he says.
Quite clearly, the question when it comes to IPO valuation
is "How much is too much?" Till we are able to
devise a truly fail-safe answer to that, the companies will
continue to call the shots.
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Unfortunately, the reputation of many companies
in this regard has not exactly been squeaky clean. They just ensure
that their financials look good in the quarter leading to the
IPO. And they launch in a bull market. The extent to which the
sentiment in the secondary market helps increase valuations cannot
be overstated. "This forces some companies to get listed
before they achieve critical size, which is why valuations are
stretched in some cases," points out Sanjay Sharma, Head,
Equity Origination & Capital Markets, DSP Merrill Lynch.
Soon after listing, though, the performance
starts to unravel, with revenues and profits falling sharply (see
Dismal Showing), and the scrip often follows suit. Says a merchant
banker, "The non-performance of stocks after an IPO is because
companies stretch themselves before the IPO to get a good price.
When there are no returns in the short term, investors don't buy
in anymore and exit initial holdings."
Take Datamatics Technologies, which listed
in May 2004. From Rs 7.26 crore in the quarter ended June 2004,
net profits fell to Rs 4.33 crore in the quarter ended June 2005.
Vidur Bhogilal, CFO, Datamatics, while admitting that the company's
financial performance has not been up to expectations, adds: "Our
overseas subsidiaries have been in the red and our costs escalated
more than anticipated due to ramping up of projects, which did
not finally come through."
Or take Jet Airways, which went public early
this year. It is trading today at a less than 10 per cent premium
to its Rs 1,100 offer price. Its financial results have been unimpressive.
Commenting on her company's showing, a Jet Airways spokesperson
said that despite problems like fuel prices and flood-related
disruptions, profit before tax (pbt) was up 9 per cent. Significantly,
given the low awareness about the airlines sector, the company's
IPO valuation was difficult to understand at the time. As for
Biocon, which listed last year, growth has suffered because of
delays in getting regulatory approvals, said President, Group
Finance, Murali Krishnan KN.
How is pricing determined then before a public
issue? Where, for instance, is the point when companies and investment
bankers stop and say the pricing is fair? (See How Much Is Too
Much?) Says J. Niranjan, Joint Head, Investment Banking, M&A
Advisory, ICICI Securities: "IPO pricing is not unrelated
to market sentiment. However, bankers price an IPO lower than
its intrinsic value-generally at a 15-20 per cent discount to
its expected trading price."
Clearly, though, IPOs do hit the market at
stiff prices that are often not justified by subsequent performance.
Obviously, the credibility of the promoters and of the bankers
suffers immensely then. It is critical for the banker, says Mahesh
Chhabria, Co-Head (Investment Banking), Enam Financial Consultants,
to anticipate the stock's future demand and price, which means
the banker's job does not end with just the listing. Adds Niranjan:
"If an issue is wrongly priced and the investor loses money,
it has serious consequences for us. Investment banks are aware
of this responsibility when pricing issues." Despite this,
an IPO's pricing does increase in a bull market. Pricing is based
on appropriate discounts to peer valuation, and this discount
falls in a bull market and rises in a bear market. Which is why
there are almost 50 companies queuing up with IPOs, of which full
details are available for about 20 (see In the Pipeline).
A FAIR MARGIN |
With SEBI making it compulsory
for qualified institutional buyers (QIBs) to pay a 10 per
cent margin when applying for IPOs and follow-on offerings,
an element of transparency and fair play has been brought
into the primary market.
The trend so far was that QIBs would bid for an inordinately
high number of shares, jack up demand and price, and then
swiftly exit. Now, they have to put their money where their
mouth is, and it's hoped that speculative bidding will be
dampened a little. Says Sanjay Sharma of DSP Merrill Lynch:
"Subscription levels will come down, as foreign exchange
risk and the interest cost on the margin money prevent QIBs
from participating."
The retail investor, thus far perfectly happy to go all
out for any IPO the QIBs bid for, will now have to wait
till the last minute (when serious QIBs will put down cash)
to know what the institutional demand looks like. This means
retail buyers will be pushed to research public offers and
not just follow the herd. Also, the measure is likely to
soften prices. Already, companies like ICICI Bank have announced
shares at a 5 per cent discount to retail bidders. This
might set a new trend in the primary market, thus further
attracting retail participation in IPOs.
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Where does this IPO frenzy leave the investor?
Answer: get back to basics. Study the company and its business
well before getting into the stock. "Retail investors should
follow simple norms like understanding the company and go through
the Management Discussion and Analysis (in the annual report),"
says Sharma.
With post-listing gains falling for so many
companies, Niranjan points out that investors need to be vastly
more careful: "With the markets so volatile, and weak and
small issues hitting the market, the performance of the primary
market could be under pressure." Another obvious precaution
investors can take is look for outside advice. As Sharma says:
"If they cannot take an informed decision, they could look
at the reputation of the investment banker or come in through
the mutual fund route."
Most important, as Haldea points out, investors
should learn when to exit. The primary market is not some sort
of bogeyman in itself. "In most cases," points out Haldea,
"greed has been the reason for investors not making money
in the primary market. They should consider themselves lucky that
a bull market at least gives them an exit route at a price higher
than the offer price at some point or other."
If you didn't do your homework, grab that
chance at least.
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