Secondary Market Offering
Encyclopedia
A secondary market offering, according to the U.S. Financial Industry Regulatory Authority
(FINRA), is a registered offering of a large block of a security that has been previously issued to the public. The blocks being offered may have been held by large investors or institutions, and proceeds of the sale go to those holders, not the issuing company. Also called secondary distribution.
A secondary offering is not dilutive to existing shareholders since no new shares are created. The proceeds from the sale of the securities do not benefit the issuing company in any way. The offered shares are privately held by shareholders of the issuing company which may be directors or other insiders (such as venture capitalists) who may be looking to diversify their holdings. Usually however, the increase in available shares allows more institutions to take non-trivial positions in the issuing company which may benefit the trading liquidity of the issuing company's shares.
A secondary market offering should not be confused with a follow-on offering
, otherwise known as a subsequent offering, or a dilutive secondary offering. In a follow-on offering, the company itself places new shares onto the market, thus diluting the existing shares. "Secondary market offering" can be understood as an offering on the secondary market
, and is thus different from a secondary offering on the primary market
— in other words, an offering following an initial, primary-market offering. A follow-on offering which is the second offering from a company can be understood as a secondary offering on a primary market, which is where the confusion between a dilutive (follow-on) and a non-dilutive secondary market offering possibly comes from. If a company were to make a third, primary-market offering, this would be a follow-on offering which is not a secondary market offering. "Secondary offering" as described in this article is an offering on the secondary market which is non-dilutive, and is thus not a follow-on offering.
Financial Industry Regulatory Authority
In the United States, the Financial Industry Regulatory Authority, Inc., or FINRA, is a private corporation that acts as a self-regulatory organization . FINRA is the successor to the National Association of Securities Dealers, Inc. ...
(FINRA), is a registered offering of a large block of a security that has been previously issued to the public. The blocks being offered may have been held by large investors or institutions, and proceeds of the sale go to those holders, not the issuing company. Also called secondary distribution.
A secondary offering is not dilutive to existing shareholders since no new shares are created. The proceeds from the sale of the securities do not benefit the issuing company in any way. The offered shares are privately held by shareholders of the issuing company which may be directors or other insiders (such as venture capitalists) who may be looking to diversify their holdings. Usually however, the increase in available shares allows more institutions to take non-trivial positions in the issuing company which may benefit the trading liquidity of the issuing company's shares.
A secondary market offering should not be confused with a follow-on offering
Follow-On Offering
A follow-on offering is an issuance of stock subsequent to the company's initial public offering. A follow-on offering can be either of two types : dilutive and non-dilutive. A secondary offering is an offering of securities by a shareholder of the company...
, otherwise known as a subsequent offering, or a dilutive secondary offering. In a follow-on offering, the company itself places new shares onto the market, thus diluting the existing shares. "Secondary market offering" can be understood as an offering on the secondary market
Secondary market
The page applies to the finanical term; For the merchandising concept, see Aftermarket .The secondary market, also called aftermarket, is the financial market where previously issued securities and financial instruments such as stock, bonds, options, and futures are bought and sold....
, and is thus different from a secondary offering on the primary market
Primary market
The primary market is that part of the capital markets that deals with the issuance of new securities. Companies, governments or public sector institutions can obtain funding through the sale of a new stock or bond issue. This is typically done through a syndicate of securities dealers. The process...
— in other words, an offering following an initial, primary-market offering. A follow-on offering which is the second offering from a company can be understood as a secondary offering on a primary market, which is where the confusion between a dilutive (follow-on) and a non-dilutive secondary market offering possibly comes from. If a company were to make a third, primary-market offering, this would be a follow-on offering which is not a secondary market offering. "Secondary offering" as described in this article is an offering on the secondary market which is non-dilutive, and is thus not a follow-on offering.
See also
- Corporate financeCorporate financeCorporate finance is the area of finance dealing with monetary decisions that business enterprises make and the tools and analysis used to make these decisions. The primary goal of corporate finance is to maximize shareholder value while managing the firm's financial risks...
- UK company law
- US corporate law
- Follow-on offeringFollow-On OfferingA follow-on offering is an issuance of stock subsequent to the company's initial public offering. A follow-on offering can be either of two types : dilutive and non-dilutive. A secondary offering is an offering of securities by a shareholder of the company...
- Primary marketPrimary marketThe primary market is that part of the capital markets that deals with the issuance of new securities. Companies, governments or public sector institutions can obtain funding through the sale of a new stock or bond issue. This is typically done through a syndicate of securities dealers. The process...
- Secondary marketSecondary marketThe page applies to the finanical term; For the merchandising concept, see Aftermarket .The secondary market, also called aftermarket, is the financial market where previously issued securities and financial instruments such as stock, bonds, options, and futures are bought and sold....
- Seasoned equity offeringSeasoned equity offeringA Seasoned equity offering or secondary equity offering is a new equity issue by an already publicly-traded company. Secondary offerings may involve shares sold by existing shareholders , new shares or both....