Say you start a lemonade stand. You borrow and spend $100 on a sign, a pitcher, some ice, sugar, lemons. End of the day you’ve sold $100 worth of lemonade. You haven’t made any money yet, but you’ve broke even and paid off the loan.
Let’s say you want to do it again, but you’re flat broke. You now have the signs, the pitcher, and customers, so you know you can sell $100 again- but you need to buy sugar and ice and water.
You offer a friend half the profits if they give you $50. They do and you sell $100 dollars of lemonade again. Good news! You’ve got a solvent business! You can pay your friend their $50 and you still have $50 to spend tomorrow.
Instead of paying your friend back immediately, they say “keep it! You can sell more lemonade tomorrow and just give me half of whatever the lemonade stand is worth at some point.”
So now you’ve sold 50% of your company to your friend. They have 50% equity. This might be called an angel round.
Somewhere along the way you want to build another lemonade stand. You need to take on some more investment, so you check with your friend about inviting someone else into the investment. They are buying in for more than $50 but they are getting a more valuable thing- a third of a very profitable lemonade stand, instead of half of a brand new one.
So that person puts in $200 for a third of the company. This might be called the Series A.
Notice: now you only own a third of your lemonade stand. Your first investor ALSO only owns a third where they used to own half, and the third person paid the most and only ever got a third. This is how “dilution” works. You have put no money in but done a lot of work. Your angel investor gets diluted but still only spent $50 for their third. The series A investor spent $200 on a third.
At this point, the company is worth $600. Your angel investor spent $50 and quadrupled his money. He wants out, but you don’t have the cash to pay him for it because your company just built a new lemonade stand.
So you three agree that instead of thirds, the company is made up of 4,000 shares. Each of you own 1,000 of them- and you’re all three allowed to sell those shares without the others input, to whoever you wish, for whatever price the two parties agree on. The company *itself* owns the extra thousand.
So you hang up a sign on the stands: “buy a share of the company! 20 cents a share!” So a customer could buy a share of the company and it would go to the company, to use for growth and building other lemonade stands. All the owners can sell shares to whoever they like, to get their money back. Angel investors sells all 1,000 shares for $200 and makes a handsome profit!
You sell 100 shares because you need some living money.
The company sells 500 shares and has $100 dollars to use on the stand without borrowing money or diluting shares further.
And once those shares are on the open market, there’s only so many. If someone wants one, they have to buy from whoever has them, at whatever price they can get.
This is the stock market.
So going public is a way of auctioning off fractions of ownership of a company in the open market to allow investors to recoup their investment and the company itself to find capital for growth.
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