THE DUTCH AUCTION MYTH Peter B. Oh* INTRODUCTION The number of initial public offerings (“IPOs”) in the United States has increased each and every decade since the 1970s.1 Over the past thirty-one years domestic IPOs have raised approximately $547 billion,2 while underpricing3 has averaged 17.5%,4 and issuers have left approximately $112 billion on the table.5 These figures, * Associate Professor of Law, University of Pittsburgh School of Law. B.A. 1994, Yale College; J.D. 1997, The University of Chicago. E-mail:
[email protected]. I thank Anita Indira Anand, Steven A. Bank, Lisa Bernstein, Russell L. Christopher, George S. Geis, Sean J. Griffith, Shmuel Hauser, Raleigh Hannah Levine, Gregory Mitchell, Steven A. Ramirez, Niels B. Schaumann, and Dale B. Thompson for their comments and suggestions. I also thank participants from the Annual Meeting of the Midwestern Law & Economics Association, the Legal Scholarship Workshop at The University of Chicago Law School, and a Faculty Workshop at the University of Tulsa College of Law. And I am grateful to WR Hambrecht + Co and Jay R. Ritter, who served as a consultant to Google’s IPO, for sharing valuable data. 1. Jay R. Ritter, Some Factoids About the 2006 IPO Market 2 tbl.1, 10 tbl.8 (Aug. 5, 2007) (unpublished manuscript, online at http://bear.cba.ufl.edu/ ritter/IPOs2006%20Factoids.pdf). The U.S. share of the global IPO market, however, has been declining. See, e.g., COMM. ON CAPITAL MKTS. REGULATION, INTERIM REPORT OF THE COMMITTEE ON CAPITAL MARKETS REGULATION 2 (2006) (“In the late 1990s, the U.S.