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Well, it's called an exit for a reason. Essentially, a team of professional financial analysis that have models and experience pricing the stocks, and a knowledgeable PR team, decide the best time and the price to dump the stock onto the market in order to maximize the returns the existing equity holders will get. As a retail investor, you're practically betting against the house here.
The vast majority of the shares owned by the major investors aren't sold on the day of the IPO.
Early Lyft investors have a 180 day lockup period - same as employees.
Is there any rule or provision preventing them from short selling the stock in another account?
Yes that would be a violation of their lockup agreement. They can’t buy/sell puts/calls either.
How would they be found out though?
It's all linked via your SSA
Through KYC processes?

They could theoretically conspire with another person who runs the trade but eventually compensates the principal. They'd only be found out through regular white collar crime fighting measures: parallel construction from NSA sigint for example.

But how would Lyft know that an employee bought puts from E-trade? How is that information shared? I don't think there's any information being exchanged by every single brokerage to Lyft, is there? The lockup agreement is a contractual thing, it's not a legal document. I don't see how Lyft would have the legal rights to search.
How do the police know that you're cooking meth in your basement? They don't, but if you do something dumb or make a lot of money, they tend to find out.

It's the same here. Buying/selling options on Lyft as an employee is against their employment contract, and probably SEC rules. If they make a few thousand dollars doing it, chances are no one will find out.

If they make a few million, the SEC will probably look into that.

Why is the SEC involved, especially if there's no insider trading involved? What if a Lyft employee quit a few months ago, and then hedges her RSUs with puts? There's no insider trading involved, why would the SEC care?
Employees are normally forbidden from trading any derivatives, short selling, or even buying shares in a margin account.

I’m not sure about the case of an employee that has left the company, but I expect that it would still qualify as insider trading through some window.

The SEC deals with all trading irregularities and violations, not just insider trading.

The rules aren’t there just because Lyft wants to be mean, they’re there because regulations require it and also because one of the guiding principles is “no perception of insider trading”. That means you have to avoid behaviors that might look like insider trading.

A current or recent insider using hedging is very suspicious looking. What do they know?

When I left Netflix I was warned that I needed to wait at least three months before making any trade other than buy. And I was still restricted to the employee trading window for six months.

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Some Google searching suggests enforcement would be after the fact so your scenario might well be permitted. Also found that Google searching "insider trading" may not be a good idea...
The SEC is the one I would be worried about if I was a Lyft employee that was secretly hedging my locked up shares with put options.

Irregular options activity does get noticed and investigated, take a look at some SEC enforcement actions for insider trading: https://www.sec.gov/spotlight/insidertrading/cases.shtml

But breaking the terms of the lock up agreement isn't a crime, especially if there's no insider trading involved.

If a Lyft employee quits 2 months ago, and then buys puts on their lockup RSUs, I don't see how this is something the SEC cares about. At worst it's a contractual agreement between the employee and Lyft, no?

Lockup agreements are actually between Lyft and the IPO underwriters.

Basically, Lyft would have agreed with the underwriters not to exchange RSUs for the underlying shares of stock, so the employees couldn't sell any shares on the market. The RSUs, by their terms, generally have restrictions on who they can be sold to--usually just back to the company or purchasers approved by the company. If those restrictions are not adhered to, then the issuer of the RSU (i.e., Lyft) can void the sale transaction.

Underwriters insist on a lockup period for a reason. Everyone asks about short selling and options, and the answer is always no.
you are right and I'm not sure why you are being downvoted.

Most of the 72$ shares sold pre-IPO to retail investors were dumped on IPO day to make a quick profit. The individual investors and employees that are still in LockOut are now holding the falling knife

> Most of the 72$ shares sold pre-IPO to retail investors were dumped on IPO day

Why do you think any retail investors got shares at $72?

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> holding the falling knife

That is... not how that metaphor works. You want to avoid trying to catch the falling knife by placing a trade that attempts to time the market on a plummeting asset. But if you already hold it, and can't make any trades, well...

If things were as simple as this, you could then always short IPOs for a while, and the expected value would be positive.
Actually so far for the last few years at least this strategy was quite profitable. New IPOs significantly underperformed S&P500
You can short sell but unfortunately (at least for retail, and to the extent of my knowledge) not trade options in the first week of trading for a newly listed stock. Which is a shame because I 100% would have bought puts in the first hours of trading when I saw the market price surge into the 80s. Lyft's float is pretty low volume so the surge of retail investors trying to add Lyft to their portfolios caused a mini bubble.
I'm sure you haven't looked over historical data, but if you did you'd find this to be a profitable strategy were it not for two problems: finding shares to borrow (a requirement to "short" a stock, because you borrow them and immediately sell), and if you try and fix that problem with buying put options, those won't be available for a week.
Yes, and the expected value is positive. Unfortunately for us, the banks that underwrite the IPO choose who to allocate the shares to, and they would prefer to allocate them to clients that have a history of not dumping the stock and/or lending shares out for shorts.
You'd think that if the EV was positive, that no one would buy the IPO, and would instead but a few days/weeks later. Why buy before the dip?
The entire value of the offering was traded in the first 30 mins which goes against that narrative a bit..
> It serves as an important reminder that amid all the hoopla around trading debuts, small investors wind up taking a lot of the risk.

Speculators take on a lot of the risk, whether they be small or large.

> Lyft’s stock market debut has set up its founders, employees, early backers and even those who scored shares in the initial public offering Thursday night for quite a windfall.

... not really? Most of those folks are locked out for several more months and can't sell -- at which point the stock may suffer increased selling pressure, much like Snap. These folks are no more successful now than they were a week ago.

Also the IPO price was $72 -- and Lyft is selling at $69 right now, so, no, the institutions that bought the IPO are not having a windfall at present. (But now I see this article was published Friday, before today's continued decline, so I see why this made it past the fact checkers.)

I found this simple graphic a great distillation of why Lyft and Uber may be considered overvalued:

https://i.imgur.com/z1aCZaX.png

> the institutions that bought the IPO are not having a windfall at present.

This of course depends on when they sell, or sold!

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I’d be curious how much stock the IPO institutions sold after the opened. Do they tend to hold on to most of their stock for a long time? It could be that a bunch of people who were unable to participate in the IPO but bought the stock when it became listed on the market and popped were the main losers.

Also, that graphic doesn’t make Uber and Lyft seem all that overvalued - does it really seem unusual for Lyft to do as well financially as Delta?

> does it really seem unusual for Lyft to do as well financially as Delta?

Delta's operations threw off $7 billion of cash in their FYE 2018 [1]; Lyft's burned over $280 million [2]. In the same period, Delta's net income was almost $4 billion [a] while Lyft lost over $900 million.

Lyft is not doing as well financially as Delta. Instead, its investors are betting that it will--in the future--do much better than Delta is doing today.

[1] https://www.sec.gov/ix?doc=/Archives/edgar/data/27904/000002... page 56

[a] page 54

[2] https://www.sec.gov/Archives/edgar/data/1759509/000119312519... F-8

[b] F-4

The graphic is simple... comps are one of the most naive method of valuing a company.
that graphic is simple and naive

Here is an 60-minute interview, in 1999. The journalist/expert made the same argument as in your graphic, that a software company is overvalued because its market cap is higher than traditional companies

https://youtu.be/VuI-ss5aQU8?t=629

the interviewer literally laughed at how Amazon is overvalued, because its stock price was worth 20% MORE than a real company like Sears. Your graphic uses the same logic as that interviewer did in 1999.

Sure, maybe.

But I'll note that for every Amazon there's dozens or more Pets.com. So, yes, maybe Lyft is the next trillion dollar company -- or maybe it's, you know, a cab company.

Yes, either case is possible. Lyft could become Pets.com or Amazon.

You can argue that Lyft will become Pets.com, due to other reasons, such as growth potential etc. That would make sense.

BUT, the argument in your graphic, that a company is overvalued simply because its valuation is higher than traditional well-known brands, that ARGUMENT is flawed.

Lyft's valuation is totally independent of Ford's valuation. These are separate companies with separate paths. Amazon's valuation was not tied to Sears--the 60-minutes journalist made the mistake of connecting the 2 together. The argument behind your graphic is wrong.

The graphic isn't making an argument, it's stating a fact. If you think Uber's valuation is sensible, I don't think this graphic could sway you.
No the graphic was posted to make an argument. That was the purpose of why that graphic was posted:

"I found this simple graphic a great distillation of why Lyft and Uber may be considered overvalued"

That's true. I think my point still stands (OP interpreted the graphic one way, you interpreted it another way), but I'm splitting hairs.
My rebuttal is to note the notion of "expected value". A company that has a 1/1000 chance of becoming a trillion dollar company and a 999/1000 chance of becoming a worthless company is worth 1 billion dollars.

And that's the most simplified model possible. If you have a 1/1000 chance of being worth a trillion dollars, you may also have a 10/1000 chance of being worth ten billion dollars, 100/1000 chance of being worth one billion dollars, and 200/1000 chance of being worth 100 million dollars. That adds $220 million of expected value. You can add another couple million if you account for the company still having liquefiable assets even in the case that it ends up folding like Pets.com (which ended up returning at least a few million dollars to their shareholders: https://www.sec.gov/Archives/edgar/data/1100683/000089161802...).

What you said actually proves my point.

If Lyft becomes the next Pets.com and goes bust, its stock would be worth $0. If that happened, it would be laughable to say that Lyft is under-valued, simply because Ford is valued in the billions.

Ford's valuation has nothing to do with how Lyft is valued. To say that Lyft is over/under valued because Ford has X valuation, like what your graphic is saying, makes no sense at all.

The particular traditional companies in the graphic are, if anything, the worst possible cases of this.

For example, the graphic includes both Delta and American Airlines as well as Jetblue. Airlines are effectively a zero-margin business for some interesting reasons (https://philip.greenspun.com/flying/unions-and-airlines). You might say, so are Uber and Lyft, but airlines have a static business model that hasn't changed for decades, can't fundamentally change because it's regulated within inches of its life even after "deregulation", and Delta and American have no real room for growth.

Ford isn't really even comparable. It's a car manufacturer. At least airlines transport people from point A to point B. Likewise for Embraer, which manufactures jets.

Royal Caribbean is a cruise line, which puts it more in the "leisure" sector than the "transportation" sector. (Can you expense Uber or Lyft for work? Yes. Can you expense airline tickets? Yes. Can you expense a Royal Caribbean cruise? Not likely.)

And that leaves a shipping company and a car rental company, which are at least in the same ballpark as airlines in that they're basically logistics companies (with an optional customer service component), but Uber and Lyft are different from these in that Uber and Lyft don't have to manage the physical capital.

Do I still think Uber and Lyft are likely overvalued? Honestly, yes, and that's why I don't buy them. Am I shocked that Lyft is approximately as valuable as Delta Airlines? Not at all.

It's actually worse than that for RSU holding employees. The taxation event occurs on share release for RSUs, at a cost basis of the price on release. In many cases, that will be the day of the IPO, at the IPO price.

If the share price falls over the lockup period, employees end up owing tax at a share price higher than they are able to sell. Some of that is usually offset by the company withholding some of the released shares for taxes, but the current withholding rate is substantially under most engineers' marginal tax bracket. It amounts to a ~10% extra tax penalty on the share decline.

When you sell the RSU, can't you use that cost basis to claim a capital loss, reducing your taxable income enough to cancel out the tax disadvantage? The disadvantage being that you can't claim a capital loss until you do sell.
Yes, it will be a capital loss, but you can only cancel $3,000 worth of capital loss against ordinary income per year. If you had enough RSUs to make insufficient tax withholding a meaningful issue for you and the stock price is significantly down by the time your lockout expires, it might take several years to offset the losses against your income. On the other hand, having a stash of capital losses to carryover makes rebalancing easier in the future.
> current withholding rate is substantially under most engineers' marginal tax bracket

RSUs are withheld at Federal bonus rates, which seemed pretty reasonable (it's 25% until your total taxable comp from an employer hits $1M in the tax year, and then it jumps to 39.6%); and California equity statutory rates, which is the second to top marginal rate, which works out right, unless you made enough to pay the mental health tax.

Although, given that state tax isn't deductible anymore, perhaps 25% isn't nearly enough at the federal level anymore?

That's roughly inline with the 24% federal tax bracket covering $82,500-$157k (single filer). Many engineers are in the 32% or 35% bracket. It's definitely in the realm of "high quality problem"
State and Local Tax deduction is limited to $10,000. It isn't eliminated.
True. But with the increased standard deduction there are many more scenarios where you don't end up itemizing deductions, in which case it is effectively 0
In the context of a windfall, limited to $10,000 is effectively eliminated; especially in the context of 25% withholding not being enough.

Realistically, since the standard deduction is way more than SALT deduction plus the maximum mortgage deduction, few people are going to end up deducting those, unless they've made a lot of charitable contributions or had a lot of medical expenses in a given year.

The analysis of 2018 tax return trends is going to be very interesting.

In all likelihood, many of the funds preallocated shares have already sold. People don’t subscribe to IPOs for a buy and hold strategy, they subscribe for easy risk-free profit.
majority of the investment industry is about pump and dump during next round. as per usual, the unsuspecting retail investors driven by 'advisors' end up holding the bag. what else is new?
Add to that, that many/most of the "advisors" work for the same institutions that are making tons on the IPO.
At this point, every single person who bought Lyft in the last two days is underwater. The only ones who are still above water are the pre-IPO investors and I wonder what their lock-up agreements are. In no way can this be called a success for anyone, it's a terrible IPO.
Every previous tech IPO in the past few years has had a curve like this. Facebook dropped below $20 shortly after IPOing, before starting its long ascent to >$100. Short-term speculators are likely to be burned, but if Lyft does meet expectations in the next few years, long holders will make out well.
The purpose of the IPO is to fund the company.

Many companies have been railroaded by the banks to price their IPO shares so conservatively that they make relatively little money on the IPO. It may be dwarfed by the amount the banks and investors make in a few days.

Taking the long term view, maybe this IPO is just fine. The company gets funds, they grow their business and the stock will rise well over time.

> The purpose of the IPO is to fund the company

IPOs traditionally had four purposes:

(1) Introduce a company's securities to public-market investors;

(2) Price said securities;

(3) Let existing investors sell; and

(4) Raise money for the company.

> Taking the long term view, maybe this IPO is just fine

Analysts overstate the importance of IPO dynamics. Facebook had a terrible IPO and. Snap had a great first day [1]. That said, burning an entire class of investors (retail) on day one, particularly for a brand like Lyft, isn't a great show. It's also reasonable to call out the bookrunner, JPMorgan, as a bad choice for future IPOs.

[1] https://www.cnbc.com/2017/03/02/snapchat-snap-open-trading-p...

If the retail investors don’t like the price, they are not obligated to buy. Caveat emptor. They wanted to make a quick buck, and I guess that’s fine. It’s nice to want things. I feel precisely zero pity for them.
Those investors bought in two days ago - is this really a problem? Let’s see where the price is in 6 months. You’re only down if you sell.
Options, specifically put options available on Thursday. Judging by reddit, everyone and their dog wants in on that.
Lyft is a little down. By the time Uber IPOs no one will want to touch it. Hopefully this is the end of dotcom boom II.
JPMorgan priced this like a bag of numpties. They had a range in 62 to 68, but caved to pressure and jacked the price. Early investors are fine--if they had sense, they sold some before the IPO. Same with employees. But retail got screwed, and that's a shame for Lyft's long-term prospects amongst those investors, as well as for upcoming B2C IPOs, e.g. Uber, Airbnb and Pinterest.
I don’t understand this expectation that retail investors should get a decent profit on a stock they bought days ago. It was priced at 72, went up a bunch, and is now down less than 5% from what they offered it at. It all seems... fine?
> I don’t understand this expectation that retail investors should get a decent profit on a stock they bought days ago

I don't have that expectation. IPOs are risky. IPOs of massively loss-making companies' non-voting stock are riskier still.

But when two sets of investors--on institutional and one retail--bought stock within days of each other, under similar informational and macroeconomic circumstances, and one of those groups (the latter) was prohibited from buying at the price the other (the former) bought at, and a single institution is the arbiter of the price at which bucket A buys and sells, and bucket B gets screwed to the tune of 20% on a day the general markets rose, it's a reason to call out the bookrunner as a numpty. Particularly for a name, like Lyft, that will disproportionately depend on retail investors buying their stock for months to come.

Well, so? Who was holding a gun to retail investors' heads to buy on Friday? Today's sitters-out can be tomorrow's reasonably-satisfied long investors.
No idea why anyone would hold at least until the lockup period expires.
Instantly burning through invested money seems pretty on-brand for Lyft.
Didn't lyft itself say they have no idea if they can get to profitability? Wouldn't it make more sense to short lyft than invest in them? Ridesharing companies have been burning through investor money, and having a VERY hard time showing any real profits on the books, and with self-driving cars, the manufacturers will become their own rideshare, and likely change the model of car ownership to one of cars on demand.
Every public company ever files a description of risks that are then turned by media into "X could implode tomorrow".

You could short Lyft, but do you have enough money to wait out the people that just saw them raise 20 billion?

> Wouldn't it make more sense to short lyft than invest in them?

Lyft beat Uber to IPO and raised a bunch of money. If Lyft's stock tanks, Uber will get an extremely depressed IPO and raise far less money while having a far higher burn rate. This could possibly cause Uber to collapse before Lyft and leave Lyft as the remaining big player in the space.

In short, the market is likely to remain irrational longer than you can remain solvent.

Lyft’s stock tanking is good for Lyft... what a doozy. As an Uber employee I’m glad that’s the case, it’ll help prevent it from tanking :)
> Lyft’s stock tanking is good for Lyft... what a doozy.

It's not "good". It's "less bad".

And, the really interesting question is if Uber implodes and leaves the field to Lyft, can Lyft actually take advantage of that? That's not at all clear, either.

So, it may simply be that Uber leaves a bigger impact crater before Lyft does.

> with self-driving cars, the manufacturers will become their own rideshare, and likely change the model of car ownership to one of cars on demand

You're assuming that manufacturers would do this instead of selling (or even leasing) the cars to companies like Lyft and Uber directly. I don't think this is a sound assumption. Most industries separate operations from manufacturing--shipyards and shipping companies are separate companies; aircraft manufacturing and airlines are separate companies; locomotive manufacturers and railroads are separate companies. If Lyft can barely break even long enough to survive to the invention of self-driving cars, they will be the ones providing cars on demand because that's what they already do.

The stock price drop isn’t exactly surprising. There are heavy losses from last year, another year of tremendous losses this year, and while growth is highly valued there is a difference between losing 5%, 50%, or 90% of revenue in a calendar year.

Snap was certainly overvalued at IPO, again heavy losses and very large revenue growth projections. Each quarter that they missed in their MAU growth and/or revenue growth the stock got hammered. It hit a low and now is rebounding to more sensible levels. If they can get their spending more under control and continue their positive revenue growth they will mature into a solid public company.

The other challenge for Lyft is that it’s hard to find a comparable. For Snap you have twitter and Facebook so you can estimate the costs it takes to run the operation as well as the potential revenue on a per user basis from two publicly traded companies that have both been in the market for a while.

With Lyft what stock would you use as a comparable to better understand their cost structure at scale as well as the proper way to value their customers true LTV?

The stock is still trading well above the last private round. I would consider it entering into true bear territory if it starts trading below the last private valuation. Which is what happened to Snap.

Then that shows you that valuing a stock on future growth especially at the later stages can be quite dangerous as any misstep is magnified.

This is also challenging news for Uber really. Because it has a similar story. Great revenue growth but heavy losses. If anything coming out first was great, they get all of the press and attention. The IPO was a great success internally because they capitalized the company well and given the pop and the receding stock price they didn’t leave any money on the table.

Now that they are public it’s going to be about the long game. Given the heavy drop in price, you would expect this to continue for the next several quarters until after the lock up period when more shares will hit the market. They need to keep hitting their numbers with no negative surprises as well. It’s not crazy to see them get adjusted down 30-50% and have the stock settle into a floor before the fundamentals of the business really take over in terms of valuation.