IPO University

Testing the Waters

IPOs had originally been restricted from soliciting demand, or "testing the waters," for the deal before it officially launched. However, the 2012 JOBS Act allowed emerging growth companies to get feedback from qualified institutional buyers (QIBs), and in 2019 the SEC expanded that rule to include all issuers. Under Regulation A+, an issuer can test the waters with any potential investor, even soliciting interest online or advertising the offering on TV. Being able to test the waters lets companies have a better sense of what valuation they can fetch in public markets, or if they can get an IPO done at all. On the other hand, it also gives institutions one more leg-up over ordinary investors.