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Supreme Court sides with Slack, putting direct listings in jeopardy

axios.com

11–20 of 128 posts

Re: Supreme Court sides with Slack, putting direct listings in jeopardy

#11

Is it just me, or are newspaper articles surprisingly difficult to read? From what I understand: 1. Instead of a traditional IPO, Slack went public through an alternative process called a direct listing. 2. As part of its direct listing, Slack sold some million "registered" and some million "unregistered" shares. 3. What are registered and unregistered shares? I could not find an explanation on Wikipedia. 4. Fiyyaz P…

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Re: Supreme Court sides with Slack, putting direct listings in jeopardy

#12

Is it just me, or are newspaper articles surprisingly difficult to read? From what I understand: 1. Instead of a traditional IPO, Slack went public through an alternative process called a direct listing. 2. As part of its direct listing, Slack sold some million "registered" and some million "unregistered" shares. 3. What are registered and unregistered shares? I could not find an explanation on Wikipedia. 4. Fiyyaz P…

Not newspaper articles in general, just this one. It's a total mess.

Re: Supreme Court sides with Slack, putting direct listings in jeopardy

#13

> "Naturally, Congress remains free to revise the securities laws at any time, whether to address the rise of direct listings or any other development. Our only function lies in discerning and applying the law as we find it." I really don't see how anyone that actually reads Supreme Court decisions calls this court illegitimate. They are very consistent about not being a super legislature, no matter how disruptive th…

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Re: Supreme Court sides with Slack, putting direct listings in jeopardy

#14
Unless something on the regulatory side changes, nothing will happen to direct listings. People want to own stocks that they believe will go up. That’s the long and short of it. Retail investors don’t read IPO prospectuses. Institutional investors will be more hesitant, naturally, but they have the resources and expertise to asses the risks, and any public company still has to comply with disclosure requirements, IPO or no. There was similar handwringing about companies selling non-voting shares on the stock market. Turns out most people don’t buy stock to vote it, and most people don’t vote even if they can.

Re: Supreme Court sides with Slack, putting direct listings in jeopardy

#15

> "Naturally, Congress remains free to revise the securities laws at any time, whether to address the rise of direct listings or any other development. Our only function lies in discerning and applying the law as we find it." I really don't see how anyone that actually reads Supreme Court decisions calls this court illegitimate. They are very consistent about not being a super legislature, no matter how disruptive th…

When jurisprudence and the law conflict, which one wins?

Re: Supreme Court sides with Slack, putting direct listings in jeopardy

#16

Is it just me, or are newspaper articles surprisingly difficult to read? From what I understand: 1. Instead of a traditional IPO, Slack went public through an alternative process called a direct listing. 2. As part of its direct listing, Slack sold some million "registered" and some million "unregistered" shares. 3. What are registered and unregistered shares? I could not find an explanation on Wikipedia. 4. Fiyyaz P…

I think the problem with this article is the subject doesn't lend itself well to Axios's bullet points style. Their thing is to get to the point with as little ceremony as possible, but that doesn't work very well when there is so much context needed to understand the story.

Re: Supreme Court sides with Slack, putting direct listings in jeopardy

#17

Is it just me, or are newspaper articles surprisingly difficult to read? From what I understand: 1. Instead of a traditional IPO, Slack went public through an alternative process called a direct listing. 2. As part of its direct listing, Slack sold some million "registered" and some million "unregistered" shares. 3. What are registered and unregistered shares? I could not find an explanation on Wikipedia. 4. Fiyyaz P…

Registered shares are essentially shares offered for sale by the company and certain insiders. Unregistered shares are everything else. Slack was probably selling shares on behalf of non-executive shareholders for unregistered part.

So it sounds like IPOs are basically preventing employees from dumping and it also sounds like other non-employees or registered shares can sell. Directly listing sounds a lot more fair than IPOs.

Re: Supreme Court sides with Slack, putting direct listings in jeopardy

#18
post #4
post #3

Absolutely the wrong interpretation of this decision. Read the June 1 "Money Stuff" instead.

Here's the Money Stuff article: https://archive.is/qVei5#selection-4231.0-4231.5 > And so what happened in Slack is that, on the first day, roughly 118 million shares were available for sale under Slack’s registration statement, and roughly 165 million shares were available for sale without registration. And if you bought stock, there was no way to know which kind of stock you bought: You didn’t buy directly from the…

> I don't see how this is materially different from Axios' analysis?

Because Axios is saying:

> This raises major questions about the future viability of direct listings, which some companies believe are a more efficient alternative to IPOs. / In practice, SCOTUS told investors in direct listings that they should not rely upon information contained within stock registration statements. Given that giant warning sign, it's unclear why anyone would buy into a direct listing, and thus why any company would attempt one.

But this is ignoring the fact that you can still sue under section 10 (regular securities fraud) as opposed to section 11 (IPO fraud), which the Money Stuff article explains.

People will be no less willing to purchase shares in a direct listing than they are to purchase shares in any public company any day of the week.

Axios is claiming this will be a death knell for direct listings (their editorial opinion), while the Money Stuff article comes to no such conclusion. That's the material difference.

Re: Supreme Court sides with Slack, putting direct listings in jeopardy

#19

Is it just me, or are newspaper articles surprisingly difficult to read? From what I understand: 1. Instead of a traditional IPO, Slack went public through an alternative process called a direct listing. 2. As part of its direct listing, Slack sold some million "registered" and some million "unregistered" shares. 3. What are registered and unregistered shares? I could not find an explanation on Wikipedia. 4. Fiyyaz P…

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Re: Supreme Court sides with Slack, putting direct listings in jeopardy

#20
post #17

Earlier quoted context omitted.

Registered shares are essentially shares offered for sale by the company and certain insiders. Unregistered shares are everything else. Slack was probably selling shares on behalf of non-executive shareholders for unregistered part.

So it sounds like IPOs are basically preventing employees from dumping and it also sounds like other non-employees or registered shares can sell. Directly listing sounds a lot more fair than IPOs.

Fair us what a contract says is fair. (not serious here, just making a point)
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