After at least two months in secret talks, eight weeks of generating headlines and 10 days of meeting investors in eight US cities, Twitter ended its journey to becoming a public company back where it started: pricing its shares at $26 each.
Before Twitter announced its plans to go public at the start of September, shares were priced at $26 on the private market, giving it an equity value of $18bn.
But the messaging platform was anxious to manage expectations and avoid the runaway valuations that dogged rival Facebook, striking a cautious note by setting an initial price range of $17 to $20 for its offering last week.
Faced with investor demand, it raised the range in its final days as a private company, until the company set the price on Wednesday evening in New York after deliberations with its bankers including Goldman Sachs, Morgan Stanley and JPMorgan Chase.
On Thursday, Twitter executives will gather at the New York Stock Exchange to mark the launch of public trading in shares of TWTR, its stock ticker. Banal bell-ringing debuts may not be for Twitter – a company known for its celebrity and revolutionary users – so it may try to surprise on the exchange floor.
Twitter’s shares are expected to attract significant investor interest as they begin trading after a build-up to its listing that has made it the most hotly anticipated IPO since Facebook’s in May 2012.
But Twitter is at pains to avoid repeating Facebook’s share price performance in the months following its IPO, when shares in the social networking site more than halved from their float price of $38.
Unlike the days before the Facebook offering, the chief concern of investors on Twitter’s roadshow was not the company’s ability to make money from its mobile business, but rather its growth rate. They questioned its ability to roll out new products and wondered whether Twitter could grow to be the size of a Facebook.
As executives weighed the final price, they stressed the need to begin their relationship with Wall Street on a positive note. The company’s offering was said to be several times oversubscribed by eager investors seeking an allocation, leaving Twitter to weigh a range of prices between $25 and $28 apiece.
With each dollar that the price edged higher, Twitter’s executives were told that investors may be more inclined to sell their shares in the weeks following the IPO.
Twitter, which is selling only up to 13 per cent of its shares, was also told that it should try to keep investors happy to win their support for future offerings. As the IPO is only selling new shares, insiders want to create a favourable environment to sell their shares later.
Ultimately, Twitter’s management decided that $26 a share – higher than the $23 to $25 range that it set at the start of the week, but below a rumoured $28 – struck a balance between satisfying investors and raising money for the company. Large institutions such as Fidelity are among those receiving shares in the offering, as well as some hedge funds and mutual funds.
Twitter plans to use the $2.1bn from the IPO to fund its international expansion, operating expenses and dealmaking. It also has set up a $1bn revolving credit facility with the three banks leading the share sale as well as with Bank of America Merrill Lynch and Deutsche Bank.
Analysts and investors naturally welcomed Twitter’s decision to leave a little on the table for the public market.
One shareholder said the pricing felt “conservative” and “thoughtful”, with management and underwriters trying to ensure that shares did not trade down upon opening and give the impression of being “a broken deal”.
“When Facebook traded down it was unsettling to the employee base and likely created extra work for management trying to lead the troops there. Twitter management does not need the extra work and hopefully will avoid that scenario,” he said.
Robert Peck, an analyst at SunTrust Robinson Humphrey, said he thought the offering was “wisely priced” and was glad the company neither increased the range as high as had been speculated, nor added to the number of shares issued.
Although Mr Peck has a price target of $50 for the company, he said he had originally pointed to about $28 being the right price at the initial public offering.
But Twitter’s offering will still be the second largest internet IPO in US history. By raising $2.1bn, the offering is larger than Google’s in 2004 and second only to Facebook’s $16bn IPO last year.
Analysts at BTIG Research said that even at $25, Twitter would be trading on a higher revenue multiple than Facebook. Based on their forecast for 2014 turnover of $1.1bn – almost twice the forecast revenue for 2013 – Twitter would trade at 14.2 times revenue compared with Facebook’s 10.6 times. If the stock rose to $35 on Thursday, it could be trading at more than 20 times the BTIG analysts’ estimates.
As Twitter’s management and founders prepared for their big day on Wall Street on Thursday, some took to the service to describe their feelings. Jack Dorsey, co-founder and executive chairman, said it was a “beautiful and electric night in Manhattan”, while Evan Williams, who has the largest stake of any of the co-founders, summed it up as: “Weird week. Again.”
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