Blogs & News

The global trend of declining public listings in developed markets has raised eyebrows across the investment industry. In the United States, there has been a striking 40% reduction in listed companies since 1996, while the United Kingdom has experienced an even more dramatic 60% decrease over the same period, and a staggering 75% drop since the 1960s.

This trend points to a shifting landscape where private capital is increasingly attractive, and the public market's appeal as a primary fundraising avenue is diminishing.

One of the primary deterrents for companies considering going public is the increasingly burdensome reporting requirements. Over the decades, the regulatory landscape has become more complex, resulting in a significant increase in the time and resources required to maintain a public listing. The Quoted Companies Alliance reported that the average word count of UK-listed companies' annual reports grew by 46% in just five years leading up to 2022. While larger corporations may absorb these additional reporting demands, smaller firms often find themselves struggling to keep pace.

For IT companies, particularly those in the software and technology sectors, the required level of transparency in public markets can be especially concerning. Unlike traditional industries where physical assets can be easily disclosed without compromising competitive advantage, tech companies often rely on intangible assets such as proprietary algorithms, innovative business models, and unique technological solutions. The prospect of having to disclose detailed information about these core assets in public filings can be a significant deterrent.

The protection of intellectual property (IP) rights becomes a paramount concern for IT companies contemplating a public listing. Here are some of the key challenges:

1. Patent Exposure: Public companies are required to disclose pending patent applications and details of existing patents. This information can provide competitors with valuable insights into a company's technological direction and innovation pipeline.

2. Trade Secret Vulnerability: While trade secrets can offer stronger protection than patents in some cases, maintaining their secrecy becomes more challenging in a public setting. The extensive disclosure requirements may inadvertently reveal aspects of closely guarded trade secrets.

3. Competitive Intelligence: Detailed public filings can unintentionally provide a roadmap for competitors to understand and potentially replicate key aspects of a company's technology or business model.

4. Research and Development Insights: Public companies often need to disclose R&D expenditures and focus areas, which can signal to competitors where to direct their own efforts.

5. Talent Poaching: Increased visibility of key personnel and their roles can make it easier for competitors to identify and potentially recruit top talent..

Another significant challenge for IT companies going public is the intense short-term focus of many public market investors. This pressure can be particularly detrimental to tech companies that often require long-term investment horizons for product development and market penetration. The constant scrutiny of quarterly earnings reports can lead to:

1. Sacrificing Long-Term Growth: Companies may feel pressured to prioritise short-term financial metrics over long-term strategic investments.

2. Innovation Stifling: The fear of missing earnings expectations might discourage risky but potentially groundbreaking R&D initiatives

3. Talent Retention Challenges: Stock price volatility and short-term performance pressures can affect employee morale and retention, especially in an industry where stock options are a key component of compensation.

The growth in institutional investor allocations to private equity, from 6.4% in 2014 to 10.1% by the end of 2023, has significantly increased the available capital for private businesses. This shift has provided an attractive alternative to public listings, offering several advantages:

1. Flexibility in Reporting: Private companies can maintain a higher degree of confidentiality around their operations and intellectual property.

2. Long-Term Focus: Private equity investors often have longer investment horizons, allowing companies to focus on strategic growth rather than quarterly performance.

3. Tailored Support: Many private equity firms offer operational expertise and strategic guidance, which can be particularly valuable for scaling IT companies.

While the challenges of going public are significant, especially for IT companies, there are potential solutions that could make public markets more attractive:

1. Tiered Disclosure Requirements: Implementing a system where smaller or more IP-sensitive companies have modified disclosure requirements could help protect crucial intellectual property while still providing necessary transparency.

2. Enhanced IP Protection Mechanisms: Developing new legal frameworks that offer stronger protection for the intellectual property of public companies could alleviate some concerns.

3. Education for Investors: Encouraging a longer-term perspective among public market investors could help alleviate short-term pressures on listed companies.

4. Streamlined Reporting Processes: Leveraging technology to simplify and streamline reporting requirements could reduce the administrative burden on public companies.

As the landscape continues to evolve, both public and private markets will need to adapt. For public markets, this may mean reconsidering the balance between transparency and IP protection, especially for knowledge-based industries. For private markets, the influx of a broader investor base may lead to increased demands for transparency, potentially narrowing the gap with public market requirements. Ultimately, finding this balance will be crucial in ensuring that both public and private markets can effectively support the growth and innovation of IT companies in the future.