Looking for a buyer for your startup? Maybe consider a new tool you have at your disposal: the secret IPO.

Part of the JOBS Act of 2012, confidential initial public offering filings are designed to make it easier for U.S. companies to go public. But some bankers see the provision as a way to attract interest from acquirers, the Wall Street Journal reports. 

While the SEC won't disclose which companies have filed confidentially, there's no rule preventing businesses from revealing their own "secret" IPO plans. About 10 percent of companies that file "secretly" have announced their own IPO plans before they legally had to, WSJ reported, citing data from law firm Latham & Watkins.

Some companies have announced their confidential filings in press releases, a tactic that could "invite bids from potential acquirers," Brett Paschke, head of equity capital markets at investment bank William Blair & Co told WSJ.

The secret IPO can be used strategically by entrepreneurs to add a new layer of competition and drive up the price of their company when pursuing a sale. 

"You're telling buyers you have another option," says Mel Cherney, co-chair of the corporate practice at law firm Kaye Scholer. "That is to just take the thing public."

Water-park operator Great Wolf Resorts took the confidential IPO route before selling to private equity firm Apollo Global Management for $1.35 billion earlier this year. Still, Cherney is doubtful that many private companies are actively using confidential IPO filings as a marketing tactic. 

"If I'm selling my company, I'm going to hire a banker, get it out to the right group of buyers and start an auction," he says. "I might also file an IPO as part of the process, but not to drive the possibility of someone picking up the phone and calling me because they saw my press release."

While only 479 of the 850 companies that have filed secret IPOs during the past three years have ended up going public, it's unclear whether the businesses that remained private did so in the hopes of being acquired.

In one example, drug developer Civitas Therapeutics filed confidential IPO documents, only to be acquired on the day of its expected IPO pricing in 2014. Andrew Hindman, chief business development officer at Acorda--which acquired Civitas--told WSJ the fact that the company had filed IPO papers "certainly made the whole due diligence process go more smoothly."

Published on: Jul 28, 2015