What it is:
Lead banks grease the skids for bringing securities to shares had a public of $10 per share, XYZ Company might only receive $9 per share if the underwriter takes a $1-per-share fee (the shares this with the but gets a larger portion of that $1). Making a market in the securities also generates commission for underwriters.. Issuers compensate them for this by paying a spread, which is the difference between what the issuer receives per share and what the sells the to the subscribers for. For example, if XYZ Company
As we mentioned earlier, underwriters take on considerable risk, and the lead banks especially so. Not only must they advise a client about matters large and small throughout the process, they relieve the issuer of the risk of trying to sell all the shares at the
How it works (Example):
When a company decides it wants to, , or other publicly traded securities, it hires an to manage what is a long and sometimes complicated process.
After determining the syndicate is a group of other banks and brokerage firms that commit to sell a certain percentage of the offering (this is called a guaranteed offering because the underwriters agree to pay the for 100% of the , even if they can’t sell them all). The lead bank is the underwriter that has the responsibility for assembling and managing the syndicate throughout the process, which means it is primarily responsible for assembling the " force" that sell the securities.structure, the lead bank usually assembles what is called a to get help managing the minutiae (and risk) of particularly large offerings. A
After the syndicate is assembled, the lead bank usually writes and files an SEC Form S-1, which is also called a prospectus. Prospectus in hand, the lead bank then sets to selling the securities. This usually involves a road show, which is a series of presentations made by the underwriter and the issuer’s CEO and CFO to institutions (pension plans, mutual fund managers, etc.) across the country. The presentation gives potential buyers the chance to ask questions of the management team. If the buyers like the offering, they make a non-binding commitment to purchase, called a subscription. Because there may not be a firm offering price at the time, purchasers usually subscribe for a certain number of shares. This process lets the gauge the demand for the offering (called “indications of interest”) and determine whether the contemplated price is fair.
Determining the final offering price is one of the lead bank’s biggest responsibilities for two reasons. First, the price determines the size of the proceeds to the issuer. Second, it determines how easily the underwriter can sell the securities to buyers. Thus, the issuer and the lead bank work closely together to determine the price.
Once the syndicate is sure it will sell all of the shares in the offering, it closes the offering. The syndicate purchases all the shares from the company (if the offering is a guaranteed offering), with the lead bank typically buying the largest portion. The issuer receives the proceeds minus the fees. The underwriters then sell the shares to the subscribers at the offering price.
Although the underwriters influence the initial price of the securities, once the subscribers begin selling, the free-market forces of supply and demand dictate the price. The lead bank usually maintains a secondary issue, which means they agree to purchase or sell securities out of their own inventories in order to keep the price of the securities from swinging wildly.