What was the process of Google's IPO? What unique approaches did it take?

Christa B.Eng.
Christa B.Eng.
Young tech entrepreneur, recently launched an AI-powered SaaS.

This is quite interesting; Google's approach back then truly bewildered those in suits on Wall Street.

To understand what made Google special, one must first know how typical companies go public.

Traditional IPO Model: An Insider's Game

You can imagine it like the release of a limited-edition pair of sneakers. The brand (the company going public) doesn't want to bother selling them itself, so it finds a few large distributors (investment banks, like Goldman Sachs, Morgan Stanley). The distributors negotiate a wholesale price with the brand, say, 1000 yuan per pair, and then buy up all the shoes.

Then, these distributors don't sell the shoes publicly; instead, they prioritize distributing them to their VIP clients (large funds, wealthy individuals). These VIP clients get the shoes for 1000 yuan. On the day the shoes officially go on sale, because many people are scrambling to buy them, the price might instantly skyrocket to 2000 yuan. The VIP clients flip them and easily double their money.

As you can see, in this process, ordinary people basically have no chance to buy at the original price, and the company (brand) actually loses out, as it could have sold them for a higher price. Most of the profit is pocketed by the investment banks and their VIP clients.

Google's Approach: Dutch Auction

Google's two founders, Larry Page and Sergey Brin, had a typical engineering mindset. They felt the traditional method was unfair and inefficient. They said, "Our company's motto is 'Don't be evil,' so our shares should also give everyone, whether a Wall Street titan or my next-door neighbor, a fair chance to buy them."

So they used a "Dutch Auction," which was unheard of for a large IPO at the time.

The process was as follows:

  1. Free Bidding: Google didn't have investment banks privately set the price. Instead, it directly told everyone who wanted to buy shares: "We're selling this many shares; you set your own price! Tell us what price you're willing to pay for how many shares." For example, you could bid "I'm willing to pay $90 for 100 shares," and another person might bid "I'm willing to pay $88 for 500 shares."

  2. Determining the Final Price: Once all bids were in, Google started from the highest price and worked its way down. For instance, how many shares were bid at $100, how many at $99... continuing to add them up until the cumulative number of shares exactly matched the total number of shares they wanted to issue. Let's say when they reached $85, enough shares were accounted for; then $85 became the final "Clearing Price."

  3. Equality for All: Here comes the most crucial step. Everyone who bid $85 or higher could buy the shares they wanted, but they all only had to pay $85 per share! Even if you boldly bid $100 at the time, the final transaction price would still be $85.

What made this method unique:

  • Fairness: It gave control to the market and to all investors. No matter who you were, as long as your bid was high enough, you could participate, completely breaking the "insider circle" of Wall Street.
  • Price Discovery: For Google itself, this method maximized the discovery of the stock's true market value, allowing the company to raise more money, rather than "giving away" profits to investment banks and their clients on the first day of listing.
  • Transparency: The entire process was much more transparent than traditional methods.

Besides the auction method, there were other interesting aspects:

  • Founder's Letter: In the S-1 filing submitted to regulators, Page and Brin wrote an unconventional "Founder's Letter." The letter frankly told prospective shareholders: "We are not a conventional company. Our goals are long-term, and we will not sacrifice long-term opportunities and innovation for short-term quarterly earnings. If you are only looking for quick profits, then we might not be the right fit for you." This was groundbreaking at the time, essentially giving all speculators a heads-up.
  • Including Playboy Magazine: Even more bizarrely, their IPO filing included an issue of Playboy magazine as an attachment. The reason was simple: they had previously given an interview to Playboy, and according to regulations, all important interviews prior to an IPO had to be disclosed. So, they dutifully attached the entire magazine. This also became a big news story at the time, fully demonstrating their geeky, unconventional style.

In summary, Google's IPO process, much like its products, was full of disruptive spirit. It was not just a fundraising event, but more like a public challenge to Wall Street's traditional rules, perfectly embodying the company's early idealism and geek culture.