Insider Ownership and the Decision to Go Public
分析创始人如何通过IPO最大化出售公司收益，权衡向分散股东出售现金流权与向潜在买家直接谈判控制权，解释公司上市或私有化的时机与策略。
This paper focuses on the role of an initial public offering (IPO) in maximizing the proceeds an initial owner obtains in selling his company. In deciding whether to undertake an IPO, and what fraction of ownership to retain, the initial owner must balance two factors. By selling to dispersed shareholders, he maximizes his proceeds from the sale of cash flow rights. However, by directly bargaining with a potential buyer, he maximizes his proceeds from the sale of control rights. Whether a company should be private or public, as well as the insider's ownership in public companies, depends on the particular combination of majority control and dispersed ownership which maximizes the incumbent's wealth. The model provides implications on the strategy to be followed in selling a company as well as on the timing of IPOs and going-private transactions.