Initial Public Offering

Practice

Listing a company's shares on a stock exchange so anyone can buy and sell them, which turns the stakes founders and investors hold into something they can convert to cash.

Why it exists

Shares in a private company have a price on paper and nowhere to sell. A founder and an early investor both hold a document that says what portion of the company is theirs, and converting that into money means finding a specific buyer and negotiating a specific price, one deal at a time. The company doing well and the money arriving are two separate events.

So the same conversation repeats for years inside funded companies. An investor who put money in five years ago asks when they should expect to get it back, and the founder answers that revenue has tripled. The two are talking about different things. The investor is not asking about performance; they are asking when somebody will exist who can take the shares off their hands. Employee stock options — the right to buy shares later at a price fixed today — sit in the same position. Exercising the option gets you shares, and shares you can't sell aren't worth much.

An initial public offering (IPO) replaces that single buyer with an entire market. Once the shares are listed on an exchange, anyone can see a quote and trade at it, and the price gets set by daily transactions instead of by a negotiation behind a closed door. In exchange, the company takes on an obligation: it publishes its results and its risk factors in a prescribed format, and it hands out a report card every three months forever.

How it runs

From the start of preparation to the first trade usually takes two to three years, and the path breaks into six stages.

  1. Internal cleanup — the books and the governance get rebuilt to survive outside scrutiny. Accounting rules such as when revenue is recognized are aligned to an external standard, and the cap table, the record of who owns how much, is cleared of any line that lacks a signed contract behind it. Patents or trademarks still registered under a founder's personal name move to the company here.
  2. Picking the underwriter — the company hires an investment bank to run the process and sell the shares. That bank shapes the schedule and the pricing from this point on.
  3. The audit — an accounting firm examines the books, and in many markets the regulator, not the company, decides which firm does it. Two to three prior years get reopened, and once this stage starts the timeline is hard to push back.
  4. Exchange review — the company applies to list, and the exchange examines its size, its profitability, its governance and whether the business can be expected to continue. An answer takes months.
  5. Pricing — after clearing review, the company files its registration statement and sets a price. It proposes a range by comparing itself to listed peers on earnings multiples, then asks institutional investors in advance how many shares they would buy and at what price. The final number comes out of those answers, which makes this the moment a valuation built internally gets tested against what the market will actually pay.
  6. Subscription and first trade — retail investors subscribe, the money is collected, and once it settles the shares begin trading on the exchange.

The listing is not the finish. From day one the company reports quarterly, and shares held by large holders and senior executives are locked up for a set period. The scene where a founder converts their stake to cash on listing day does not happen.

Who joins and when

Five outside parties enter at different points and carry different pieces.

  1. The underwriting bank — joins at stage 2 and stays to the end. It builds the schedule, drafts the documents, proposes the price, and takes on the shares that don't sell.
  2. The accounting firm — owns stage 3, but because it reopens two or three prior years, the stage it actually constrains is stage 1.
  3. The law firm — starts at stage 1 on contracts and the articles of incorporation. Unwinding the special rights written into old investment agreements belongs here.
  4. The exchange — appears at stage 4 as a reviewer. It is a party the company has to persuade, not one it works alongside.
  5. Institutional investors — put the first real price on the company at stage 5. What they say they'll buy, and at what level, effectively sets the offer price.

Inside the company, the board of directors — the group that oversees and approves major decisions — votes at stage 1 on whether to pursue a listing at all, then signs off at each milestone after that. Existing investors move out of the seat where they ran due diligence on the company and into a different one, where the question is how much of their own holding to sell and when.

How it sounds at work

"Are we pointed at a listing, or at being bought?"

Asking which of the two paths the next several years should be designed around.

"Once the audit starts, treat the date as fixed."

Costs and timing lock in at stage 3, so decide before that.

"The offer came in at the bottom of the range."

Institutional investors answered lower than the company had hoped.

At Pagedeck this is still a distant subject. The company just closed its Series A with 45 people, nowhere near the size any exchange would review. It comes up in meetings anyway, because the first stage of preparation begins years ahead of the rest. At the quarterly board meeting Grace tells investors that what she can speak to is not a timeline but the fact that neither path is being closed off.

So Pagedeck doesn't set a listing as a goal. It avoids the things that would block one. No code goes into the product without a contract covering it, and the rule for when revenue counts as revenue was matched to an external standard from the beginning. Fixing either one later means rewriting every past agreement individually.

What people get wrong

The most common misreading treats the listing as a finish line. Press coverage shows the bell and the confetti, so it looks like the end of something. What actually starts that day is one more rule: numbers go out every three months, and when they miss what the market expected, the answer comes back immediately as a share price. A company that listed without understanding this finds three-year investments hard to make, because decisions keep bending toward protecting the next quarter's figure.

The second is assuming a listing makes the founder rich that week. The paper value is real. But large holders are locked up for a set period, and even after it lifts, a chief executive selling shares reads as a signal to the market, which makes selling freely difficult. Planning personal finances and taxes around listing day as a payday leaves those plans badly out of step with reality.

Easily confused with

TermWhat it refers toHow it differs from an IPO
ExitAny route that turns a stake into cashA listing is one route among several. Being acquired is the far more common ending
FundraisingRaising operating capital from outsideMoney comes in either way, but from different people. Fundraising deals with chosen investors, a listing with an anonymous public

Where to go next

  • Startup stage

    see where a listing sits against the whole arc a company travels

  • Exit

    read what the other endings look like and how they differ

Last updated 2026-09-16