m.Stock by Mirae AssetOpen Demat Account
m.Stock by Mirae Asset
FPOs vs QIPs: Everything You Need to Know

Table of content

FPOs vs QIPs: Everything You Need to Know 

Companies in need of additional funds often turn to various capital-raising methods in the stock market. Two common methods are Follow-on Public Offerings (FPOs) and Qualified Institutional Placements (QIPs). While both serve the purpose of raising capital, they have distinct structures, regulations, and impacts on the stock market. Understanding these differences is essential for investors and companies alike. In this detailed guide, we will explore what FPOs and QIPs are, their benefits, key differences, risks involved, and how they affect market perception.

What is an FPO (Follow-on Public Offering)? 

Most companies go public through an Initial public offering (IPO) route. After the IPO, the company can issue additional shares to investors through an FPO (Follow-on Public Offering). This can be done to raise capital for expansion, debt repayment, or other business needs.

Types of FPOs:

  1. Dilutive FPO: In this case, a company issues new shares, which increases the total number of shares outstanding. This dilutes the ownership percentage of existing shareholders but helps raise significant capital for the company.
  2. Non-Dilutive FPO: In a non-dilutive FPO, existing shareholders (such as promoters) sell their shares. The company does not receive new funds, but ownership is transferred from current shareholders to new investors.

Key Features of an FPO:

  • Conducted by companies that are already listed on the stock exchange.
  • Can be used for business expansion, debt repayment, or working capital needs.
  • Involves regulatory scrutiny from market regulators like SEBI (Securities and Exchange Board of India).
  • Open to the general public, including retail and institutional investors.

What is a QIP (Qualified Institutional Placement)? 

Qualified Institutional Placement (QIP) is a capital-raising tool used by listed companies to issue shares exclusively to Qualified Institutional Buyers (QIBs), such as insurance companies, mutual funds, and pension funds. Unlike an FPO, a QIP is restricted to institutional investors and is faster and more cost-effective due to relaxed regulatory requirements.

Key Features of a QIP:

  • Only institutional investors can participate (not open to retail investors).
  • Requires less regulatory compliance compared to an FPO.
  • Issued at a price determined by the company, often at a discount to the market price.
  • Provides companies with quick access to funds.

Key Differences Between FPOs and QIPs  

Both FPOs and QIPs serve the purpose of raising capital, but they have several differences in terms of execution, regulatory framework, and investor base.

Feature

FPO (Follow-on Public Offering)

QIP (Qualified Institutional Placement)

Investor Base

Open to all investors, including retail and institutional investors

Limited to Qualified Institutional Buyers (QIBs)

Regulatory Requirements

Requires extensive approval and regulatory scrutiny

Requires minimal regulatory approvals

Time to Market

Longer, due to compliance and approval process

Faster, as it bypasses certain regulatory procedures

Pricing Flexibility

Determined by demand and supply during the offering process

Issued at a pre-determined price, often at a slight discount

Impact on Market Price

Can lead to share dilution and price volatility

Lesser impact as it is limited to institutional investors

Purpose

Used for raising large-scale capital, expansion, or debt repayment

Used for quick fund-raising with less regulatory burden

Benefits of FPOs 

FPOs offer several advantages to companies and investors alike. Some of the primary benefits include:

  1. Access to Large-Scale Capital: Companies can raise substantial amounts of money for expansion, acquisitions, or debt reduction.
  2. Liquidity for Investors: New shares increase trading volumes, enhancing liquidity in the stock market.
  3. Widening of Shareholder Base: By issuing shares to both retail and institutional investors, the company can attract a diverse range of investors.
  4. Transparency and Market Confidence: Since FPOs require regulatory scrutiny, they provide transparency to investors, improving confidence in the company.

Benefits of QIPs 

A QIP provides unique advantages that make it a preferred method for many companies looking to raise capital quickly.

  1. Quick Fundraising: Since QIPs require fewer approvals, companies can raise capital in a short time.
  2. Minimal Regulatory Compliance: QIPs bypass extensive regulatory requirements, making the process more cost-effective.
  3. Less Impact on Stock Price: Unlike FPOs, QIPs are issued to institutional investors, reducing stock price volatility.
  4. Flexibility in Pricing: Companies can issue QIPs at a pre-determined price, providing better control over the fundraising process.

Risks and Challenges Involved 

Risks of FPOs:

  • Dilution of Shareholding: Issuing additional shares can reduce the ownership percentage of existing shareholders.
  • Market Volatility: Large-scale issuance can lead to fluctuations in share prices.
  • Lengthy Process: Regulatory compliance can make the FPO process time-consuming and expensive.

Risks of QIPs:

  • Limited to Institutional Investors: Retail investors do not get the opportunity to participate.
  • Risk of Lower Pricing: Companies may have to offer shares at a discount, leading to lower capital raised compared to market value.
  • Potential for Short-Term Selling Pressure: Institutional investors may sell shares quickly, affecting stock prices.

When Should Companies Opt for an FPO vs QIP? 

Companies should choose an FPO when they require a substantial amount of capital and are willing to go through a more complex and regulated process. FPOs are ideal for companies looking to expand significantly, reduce large debts, or fund long-term projects. They are also suitable when a company wants to increase its public shareholding and involve more retail investors.

On the other hand, a QIP is preferable when companies need quick access to funds with minimal regulatory hurdles. Since QIPs are exclusive to institutional investors, they provide a more efficient way to raise capital without impacting stock prices as significantly as an FPO. Companies that want to avoid excessive dilution and do not wish to involve retail investors might opt for QIPs instead.

Impact on Shareholders and Market Perception

Impact of FPOs on Shareholders:

  • Existing shareholders may experience dilution in their ownership percentage, which can sometimes lead to a decline in share value.
  • Share prices may be volatile due to the sudden increase in the supply of shares.
  • Increased liquidity can make the stock more attractive for new investors, potentially leading to higher trading volumes.
  • Market sentiment may vary — while some investors see an FPO as a growth opportunity, others may worry about share dilution.

Impact of QIPs on Shareholders:

  • Minimal dilution occurs since shares are issued only to institutional investors, maintaining existing shareholder value.
  • Less impact on stock price as QIPs are targeted and controlled. Since QIPs are typically priced at a discount, short-term price corrections may happen, but long-term impact is usually positive.
  • The entry of institutional investors can provide stability and credibility to the stock, often positively influencing market sentiment.

Conclusion 

Both FPOs and QIPs serve as important tools for companies looking to raise capital, but they differ in terms of investor participation, regulatory requirements, and impact on the market. While an FPO allows a broader range of investors to participate, it requires extensive compliance and may lead to stock dilution. On the other hand, a QIP is a faster and more cost-effective method, primarily benefiting institutional investors. Companies must carefully evaluate their financial needs and market conditions before choosing between an FPO and a QIP.

More Related Articles

What is IPO Listing Time

What is IPO Listing Time

date-icon10 January 2025 | 8 mins read

When a company goes public through an Initial Public Offering (IPO), investors eagerly await its listing. One of the key aspects of this process is the IPO listing time, which refers to when the shares of the company become available for trading on stock exchanges like NSE or BSE. Knowing the exact IPO listing time is crucial for those who wish to trade as soon as the market opens for that IPO. Let us explain the importance of IPO listing times, the process of an IPO listing, its implications for investors, and how the listing price is determined.

Read More
Here’s all You Need to Know About IPO Application Process

Here’s all You Need to Know About IPO Application Process

date-icon24 December 2024 | 6 mins read

The first time that a private company wishes to go public, that is, issue its shares to the general public, it has to float an Initial Public Offering (IPO). After an IPO is subscribed to by members of the general public (retail investors and others), the company can get listed on an exchange so that its stock can be traded. An IPO can constitute an offer of the sale of shares by existing shareholders, a fresh or initial issue of shares, or a blend of both. Subscribing to an IPO is a good way for investors to enter the domain of stock investing, especially if they research a company well and believe it has positive prospects. Nowadays, several investors can apply for an IPO as it comes out for subscription through online and offline methods, so there is no excuse not to invest. In this article, we delve into the IPO application process, the first step for getting shares through an IPO and getting your investment going!

Read More
What is Shelf Prospectus

What is Shelf Prospectus

date-icon6 August 2024 | 7 mins read

If you're curious to know about what a shelf prospectus is and how it fits into the financial world, you've come to the right place. Let us break it down into simple terms.

Read More
View All

FAQ

What is the main difference between an FPO and a QIP?

Through an FPO (Follow-on Public Offering), a listed company makes additional shares available to the public, including retail and institutional investors. A QIP (Qualified Institutional Placement), on the other hand, is a method where a company raises funds by issuing shares only to Qualified Institutional Buyers (QIBs), such as insurance companies and mutual funds.  

Why do companies choose an FPO instead of a QIP?

Companies opt for an FPO when they need a large amount of capital and want to involve both retail and institutional investors. An FPO also enhances stock liquidity and increases public shareholding, making it a suitable option for companies planning long-term growth.

Why is a QIP considered a faster fundraising method compared to an FPO?

A QIP is faster because it bypasses extensive regulatory requirements that an FPO requires, such as approvals from market regulators and a public subscription process. Since QIPs are only issued to institutional investors, the process is more streamlined and efficient.

Does an FPO dilute existing shareholders’ ownership?

Yes, an FPO can lead to dilution if new shares are issued, reducing the ownership percentage of existing shareholders. However, if the FPO involves only existing shareholders selling their shares (non-dilutive FPO), there is no dilution. 

How does a QIP affect retail investors?

Since QIPs are only available to institutional investors, retail investors do not get a direct opportunity to invest. However, a successful QIP can improve market confidence in a company, potentially leading to an increase in stock price, which indirectly benefits retail investors.  

Which is more cost-effective for companies: FPO or QIP?

A QIP is more cost-effective as it involves fewer regulatory requirements and lower expenses compared to an FPO. An FPO requires a prospectus, underwriting fees, and other costs, making it a more expensive and time-consuming process. 

Can a company conduct both an FPO and a QIP?

Yes, a company can use both methods at different times based on its financial needs. It may opt for an FPO to raise large-scale funds and later use a QIP for quick capital infusion without significant stock dilution. 

What impact does an FPO have on stock prices?

An FPO can initially lead to a drop in stock price due to dilution concerns, but over the long term, if the raised capital is used effectively, the stock price can recover and grow. Market perception and demand also play a role in price movement.  

Why do institutional investors prefer QIPs over FPOs?

Institutional investors prefer QIPs because they get shares at a discounted price, and the process is more structured and transparent. Additionally, since QIPs are exclusive to institutions, they can acquire large quantities of shares without competing with retail investors.  

Which method is better for a company: FPO or QIP?

It depends on the company’s financial goals. If a company needs large capital and wants to expand its retail investor base, an FPO is better. If it needs quick funds with minimal regulatory hurdles, a QIP is the preferred choice.