Stock Issuance: Everything you should know

The primary goal of businesses that issue stocks are to raise capital for expanding operations and development. A private firm’s stock represents both a right to a part of the company’s assets and profits as well as a stake in the company as a whole. The ownership share of an individual in a private business is determined by the stock held by them. These stock issuances have an influence on the company’s financial statements as well as its available cash. This is why it is necessary to calculate stock issuance. 

This article on stock issuance explains how to issue stock in a private company and the stock issuance documents required in the process. We will additionally discuss the stock Issuance importance, the types of stock companies can issue, and how to calculate the issuance of stock.

Stock issuance in a private company

Bank loans and equity funding are two ways that private enterprises can obtain money, but private stock issuance is another option to raise capital. Because they provide greater control than Initial public offerings (IPOs), the issuance of stock can be appealing. While stock issuance in a privately owned business is a tried-and-true method of raising money, doing so also requires the owners to cede complete control to the investors.

What is Stock Issuance?

Issuance of stock is related to the maximum number of shares a business can offer to its shareholders. This typically includes all remaining shares of marketable securities, as well as shares that the firm has reclaimed possession of. The shares that the business is able to sell are referred to as issued stock.

Types of stock companies issue

Common and preferred shares are two types of stock issuance for businesses. Shareholders have the option to decide on the amount of capital they wish to retain in reserve, even though a portion of a company’s authorized capital is often not released.

• Common stock– A common stock issuance represents ownership in the business and a claim to a portion of the earnings. When people speak about stocks in general, they are referring to this kind of stock. Over time, the common stock outperforms all other investments in the company when it comes to yields. However, returns on common stock issuance come with a high level of risk. If the business declares bankruptcy or decides to sell, the common shareholders cannot be compensated until all creditors, bondholders, and preferred shareholders have been paid.
• Preference stock- Preferred stock, depending on the company, allows for a limited extent of ownership in a business, usually without the right to vote. The preferred stock could also be debt instruments, which implies that the firm can repurchase the shares at any moment and for any cause. Because of its nature, some individuals see preferred stock as more debt than equity. However, Preferred stock issuance provides two major advantages over common stocks-
  • Preferred shares assure investors a set dividend, unlike common stock, which does not guarantee the payouts.
  • If the business declares bankruptcy, preferred shareholders will be paid before common stock investors. Nevertheless, preferred shareholders are paid only when all debts have been settled with creditors. 

What other stocks are also issued by companies? 

In addition to preferred and common stock issuance, businesses can carry out the issuance of stock through the methods listed below- 

• Employee stock options – In an employee compensation package, a business can grant an employee stock option (ESO) to their key personnel. It’s often the managers who get stock issuance through ESOs. By issuing them, the corporation intends to enhance its share price through an employee effort. The individual can exercise the ESO whenever the share price is greater than the exercise price. If they succeed, they’ll hold business shares at a reduced price. ESOs are limited stock issuance and subject to vesting. A certain time must pass before an ESO holder can use it.
• Treasury stock – Usually, any extra stock issued beyond the initial date of issuance must first be offered to existing shareholders on a pro-rata basis.  This “preemptive right” of investors is intended to guarantee that they can continue to possess a certain proportion of the company’s equity. However, When a firm decides on stock issuance through treasury stock, it is not required to offer the shares to current shareholders initially. This is because Treasury stock cannot be defined as not issued since it is still legally available for purchase.
• Repurchasing stock – A business could decide to repurchase its own shares to either remove them from circulation, reissue them later with a raised price, reserve them in the treasury stock, or for stock issuance to employees. Repurchasing shares can help the present shareholders by increasing the value of the company’s stock. A firm can decide to repurchase shares for a variety of other reasons, including avoiding a takeover.

Importance of issuing stock 

Issuance of stock is done by companies for a variety of reasons, all of which contribute significantly to the company’s long-term goals. Here’s the importance of stock issuance–

• Fund expansion – Companies generally choose stock issuance at optimal times to maximize funding. This is due to the fact that stock issuance can act as a proxy for other ways to increase capital.
• Intangible reasons – Issuance of stock sometimes can serve less concrete goals. To provide just one example, a private company going public and listing on the NSE is a significant milestone that will set it apart from its rivals.
• Avoid debt – Avoiding debt is the major motivation for a stock offering. Companies can raise money via the issuance of stock without going into debt.
• Shareholders perks – Stock issuance is also very important for the shareholders. When investors buy issued stocks, they have certain rights as shareholders with the ownership of shares in a business. They get exclusive voting rights at shareholder meetings, proportional to the sum of shares in their ownership. Additionally, they receive dividend payouts from the company-generated profit distribution and enjoy the ability to capitalize on the opportunity to sell their shares to some other entity. 
• Other benefits – A firm could choose to issue stock in order to increase capital for a variety of reasons, including the purchase of necessary equipment, the launch of a new product line, or expansion plans. Additionally, it gives them a chance to better position themselves for future growth, whether that means merging with another company, making large purchases like furniture or computers, hiring more people, opening more retail locations, etc.

Issue stock in a private company

Private corporations can have shareholders go through regular stock issuance, but unlike corporations listed on the stock exchange, their stock cannot be traded to the public via an initial public offering (IPO). As a consequence, private businesses are exempt from the Securities and Exchange Commission’s (SEC) stringent reporting requirements for public companies. However, these companies shares are less liquid. Therefore determining their values is more challenging.

How does stock issuance work?

A corporation must go through many steps in order to issue shares. When a corporation offers shares, it must also comply with state and federal securities regulations. Key obligations include giving information about the firm to prospective investors and properly outlining the risks associated with the transaction. Let us go through the procedure in detail.

How to issue stock in private companies? 

Below are the basic requirements for the private company considering issuance of stock-

• Get Board approval – Every time a security is issued, whether it’s common stock or preferred stock, the board must agree, either in writing or at a board meeting. Securities can’t be issued legally unless the company’s board of directors agrees. Ratification and managing the company’s financing records could be a long and expensive process. To avoid the hassle, make sure the financial assets are authorized by the board of directors when they are issued.
• Get paid for issuing stock – The corporation must always be formally compensated for the security. Payment can be cash, in the form of property (equipment or intellectual property rights), or services. There are tax considerations to consider when looking at alternative methods to pay for shares, which can change depending on the security holder’s unique tax position.
• Prepared necessary documents – The objective of preparing documents is to ensure that all of the standard and needed paperwork is signed, properly stored, and easily accessible, laying the groundwork for a seamless due diligence procedure. The paperwork needed for the issuing of securities varies according to the security kind:
• If the security is stock, the paperwork would consist of two parts:
  • board permission
  • properly completed stock purchase agreement.
• If the security is a stock option, the paperwork would contain the following- 
  • approval by the board of directors
  • third-party business valuation
  • proof of the business strategy 
  • a grant of options 
  • an option grant notification that has been properly performed
• If the security is preferred stock, the paperwork will include the following- 
  • board permission 
  • an agreement for the stock purchase 
  • a set of supplementary agreements, including shareholder approval.
• Security filing –  The business needs to explain the stages and dangers associated with the investment. To comply with federal and state security requirements, the firm must submit the paperwork. Some corporations may be excused from informing investors of hazards. This happens if the potential shareholder is already an asset-holder or has business associated with the firm. This might apply to several newly-established small enterprises, where shares are commonly owned by members of the board or family members.
• Issue certificates – Private corporations have just lately begun adopting “electronic” certificates, whilst public companies have stopped issuing physical stock certificates. Although using electronic certificates isn’t really challenging for a private business, there are several measures that must be taken for its users to comply with regulatory standards.

How to calculate stock issuance for a company? 

It’s straightforward to determine the proceeds when the company determines the number of shares issued and the price point. The gross proceeds are the number of shares multiplied by the share price. The cash account goes up by the amount that the business gets from selling shares. The amount in the common stock account goes up by the number of shares multiplied by the par value of each share. This is usually less than the money made from selling the stocks. Any money left over goes into an account called paid-in capital in excess of par. 

You can get help from Eqvista experts while calculating stock issuance for your company for accurate data in your accounts!

Let’s understand with an example–

Say, for example, that a company sells 500 shares at $5 each, but each share is only worth $1. In this case, the number of proceeds would go up by $2,500, which is 500 multiplied by $5. The record for common stock goes up by 500 multiplied by $1, or $500. The other $2,000 is added to paid-in capital in excess par.

Why chose Eqvista to manage and issue shares for private companies? 

When you use Eqvista, you can issue shares, track them, and handle everything from a single interface. Shareholders can be added, and their shareholdings can be seen in real-time, and all transactions are documented in detail.  Eqvista makes it simple to keep track of all of your company’s equity transactions with its supplementary features, such as round modeling and waterfall analysis. It can help you make more informed financing choices in the future. Open your account with Eqvista today!