The IPO Buzz: WeWork, Cloudflare and Last Call

The party was at the SEC’s filing window last week, when WeWork and Cloudflare made headlines by filing their long-awaited public S-1 documents with the U.S. Securities and Exchange Commission. The light and the heat generated by these two filings overshadowed the seasonal slowdown of the IPO market in mid-August – almost as if a flash mob had danced its way into your favorite watering hole just as the bartender was announcing “last call.”

No IPOs are scheduled this week. That’s in keeping with the end-of-summer break the IPO market traditionally takes from around mid-August until the week after Labor Day. (We’ll have more on that in a minute.)

WeWork and Money

The We Co. (WE proposed) is the parent of WeWork, which began as a shared workspace membership company catering to freelancers in New York in early 2010. Since then, WeWork’s “space-as-a-service” business has grown to over 528 locations in 111 cities across 29 countries and its members now include big global companies, according to its public S-1, or prospectus, filed with the SEC on Wednesday, Aug. 14th. The public S-1 followed a confidential filing made in late April.

Here’s an excerpt from The Wall Street Journal story, published on Saturday, Aug. 17th, about Softbank’s Vision Fund, in which WeWork was name-checked:

“WeWork, another big Vision Fund investment, filed this week to go public, disclosing losses that are enormous and growing fast, even by Silicon Valley standards. It will need large sums of cash for years as it builds out offices, which could affect its most recent $47 billion valuation, which one analyst called “very hard to swallow” in light of the company’s huge losses.”

WeWork provided a “placeholder” estimate of $1 billion for its IPO, which is widely expected in September. But the S-1 does not say where the stock will be listed.

Cloudflare and Risk Factors

Cloudflare (NET proposed) is a San Francisco-based web infrastructure company that “has recently found itself at the center of political debates around some of its customers, including social media networks like 8chan and racist media companies like The Daily Stormer,” according to a story by TechCrunch on Thursday, Aug. 15th, when Cloudflare’s public S-1 document (the prospectus) was filed with the SEC. Cloudflare had filed confidential IPO documents with the SEC earlier this summer.

Under “Risk Factors” on page 21 of the prospectus, Cloudflare cited “the significant negative publicity” from its decision to terminate the account of The Daily Stormer, a neo-Nazi white supremacist website, after a man drove his car into a crowd of anti-racism protesters, killing Heather Heyer, in Charlottesville, Virginia, in August 2017, and its decision to terminate the account of 8chan, an online imageboard, following the mass shooting on Aug. 3rd targeting Latinos in El Paso, Texas.

Cloudflare estimated its IPO at $100 million, a typical “placeholder” amount. Its stock will be listed on the New York Stock Exchange, according to its S-1 filing.

August’s Last Call

Two IPOs – 9F and CrossFirst Bankshares – were priced on Wednesday, Aug. 14th. That was the day the Dow fell 800 points on recession fears after the U.S. Treasury yield curve inverted. Both 9F and CrossFirst started trading on Thursday, Aug. 15th.  Each ended the week with a modest gain.

For the past eight years from 2011 through 2018, the last IPO of August started trading on the following dates:

  • 2018 – Aug. 14
  • 2017 – Aug. 11
  • 2016 – Aug. 12
  • 2015 – Aug. 13
  • 2014 – Aug. 14
  • 2013 – Aug. 22
  • 2012 – Aug. 16
  • 2011 – Aug. 17
  • Based on that data, this year’s August slowdown is right on schedule.

Week of Aug. 19th and Week of Aug. 26th

The IPO Calendar is blank for this week and next. This is normal for late August, when bankers shed their pinstripes and head to the beach or the golf course.

But this could all change on Monday morning when the SEC’s filing window opens again for business.

Stay tuned.

Disclosure: Neither the author nor anyone else on the staff has a position in any stocks mentioned, nor do we trade or invest in IPOs. The author and staff do not issue advice, recommendations or opinions.