For many growth companies, an IPO is still treated as a destination.
Build the business. Scale revenue. Institutionalise the organisation. Reach sufficient size. Then access the public markets.
That sequence remains valid. But it increasingly misses a more important strategic point.
The most valuable outcome of becoming IPO-ready may not always be the IPO itself. It may be the ability to choose whether, when and on what terms to pursue one.
Oura provided a useful illustration this week. On 29 September, the smart-ring company postponed its planned Nasdaq listing, citing uncertainty in the IPO market despite strong demand. It had been marketing an offering of 50 million shares at an indicated price range of $40 to $44.
Only 13.5 million of those shares were to be issued by Oura. Existing shareholders planned to sell the remaining 36.5 million, meaning the company would receive none of the proceeds from almost three quarters of the base offering.
Oura’s CEO, Tom Hale, summarised the company’s position in unusually clear terms: it had the “luxury of choosing our moment.”
Strategic optionality is created when a company is capable of accessing capital without becoming dependent on a single source of it.
- Public-market readiness creates strategic optionality even when a listing is postponed.
- Corporate funding and shareholder liquidity are distinct objectives that may require different solutions.
- The reporting, governance and control disciplines required for an IPO can create enterprise value before any transaction occurs.
- Deeper private-capital markets allow mature growth companies to remain private for longer without losing access to institutional capital.
- Optionality must be built early through liquidity, shareholder alignment and a capital structure that avoids artificial deadlines.
An IPO window is not the same as an IPO obligation
Public markets remain one of the most powerful financing mechanisms available to large growth companies.
They can provide substantial primary capital, establish a liquid valuation, broaden the shareholder base, create acquisition currency and give early investors and employees a route toward liquidity.
But those advantages do not mean every available window should be used.
The US IPO market itself illustrates the difficulty of timing. Renaissance Capital recorded 31 IPOs in the third quarter of 2026, raising $34.9 billion, but $26.5 billion of that total came from a single transaction. Excluding it, aggregate proceeds were just $8.4 billion, as rising rates and renewed questions around AI investment weighed on the autumn market.
Companies approaching a listing therefore face two separate questions.
Can we access the public market?
And:
Should we access it now?
Those questions may produce different answers.
A business that requires immediate funding may have relatively limited flexibility.
A business with sufficient liquidity, continuing operating momentum and alternative sources of capital can approach the same market from a very different negotiating position.
That difference is strategic.
The strongest capital position is not necessarily the one with the largest cash balance.
It is often the one with the greatest number of credible alternatives.
Funding the company and providing shareholder liquidity are different objectives
Oura’s proposed offering also highlights another distinction that is often underappreciated.
An IPO can serve both the company and its shareholders, but it does not serve them in the same way.
Primary issuance raises capital for the business.
Secondary issuance creates liquidity for existing shareholders.
Both can be entirely legitimate.
But they respond to different financial needs.
Oura’s September filing proposed 13.5 million new shares from the company and 36.5 million shares from existing shareholders. At the midpoint of the proposed price range, the transaction would therefore have represented a far larger liquidity event for existing holders than a source of fresh capital for the company. SEC
This distinction should matter at board level.
A growth company may require capital to fund acquisitions, manufacturing, international expansion or product development.
Its early shareholders may simultaneously want liquidity after holding their investment for many years.
Employees may have another set of objectives.
The optimal solution for each constituency is not automatically the same transaction.
Boards preparing for a major capital-markets event should therefore separate three questions:
What capital does the business actually require?
What liquidity does the shareholder base require?
Which financing or liquidity mechanism best addresses each requirement?
Once those issues are separated, alternatives become easier to evaluate.
Private secondaries may address shareholder liquidity.
Growth equity may finance expansion.
Debt may finance identifiable cash-generating assets.
Strategic capital may accelerate entry into a market.
The IPO can then be evaluated for what it genuinely adds rather than because it has become the assumed next step.
IPO readiness can create value before an IPO creates liquidity
There is another reason why postponing a listing does not necessarily render the preparation process wasted.
Becoming credible to public-market investors generally requires an organisation to improve.
Financial reporting must become more reliable and timely.
Internal controls become more formal.
Forecasting discipline increases.
Boards evolve.
Shareholder structures are scrutinised.
Management remuneration and incentives become more transparent.
Capital allocation must withstand external examination.
Investor communications need to become consistent.
Risk factors must be articulated with a level of precision that private companies do not always require.
The SEC filing prepared by Oura illustrates the breadth of that exercise: business economics, revenue composition, governance, risk factors, shareholder structure and numerous operating dependencies all become part of the institutional investment case.
These capabilities retain value whether a listing occurs next week, next year or not at all.
They can improve the company’s position with private lenders.
They can shorten diligence processes for strategic investors.
They can support larger private financing rounds.
They can strengthen M&A execution.
And they can reduce information asymmetry between management and shareholders.
IPO readiness can create enterprise value before an IPO creates liquidity.
That is why public-market preparation should be understood as a capability rather than simply a transaction process.
Private capital has changed the meaning of “staying private”
Twenty years ago, companies reaching significant scale had fewer alternatives.
Public markets were often required both to finance continued expansion and to create liquidity for venture and growth investors.
That boundary has become less rigid.
Private growth funds have become larger.
Secondary transactions have developed.
Private credit has expanded.
Strategic investors routinely finance mature technology companies.
Tender offers can provide controlled employee and shareholder liquidity.
Large companies can therefore remain private for considerably longer without necessarily starving the business of capital.
This does not make public markets less relevant.
It changes their role.
An IPO increasingly competes with other forms of capital rather than simply succeeding them.
That matters because different instruments solve different problems.
A company seeking $300 million to finance an acquisition programme may reach one conclusion.
A company whose balance sheet is already well funded but whose early shareholders require liquidity may reach another.
A third may conclude that public-market visibility, acquisition currency and the long-term depth of equity capital justify a listing even when the business does not urgently require cash.
The strategic question is no longer:
Private or public?
It is:
Which capital market best serves the company’s objectives at this stage of its development?
Optionality has to be built before it is needed
There is, however, an important limitation.
Companies cannot create optionality instantly.
A board cannot decide in the middle of adverse market conditions that it would prefer to remain private if the company urgently requires new capital within three months.
The ability to wait must be earned earlier.
It requires sufficient liquidity.
It requires credible private financing alternatives.
It requires alignment among major shareholders.
It requires a capital structure that does not create an artificial deadline.
And it requires a business capable of continuing to execute without relying on a transaction to repair its balance sheet.
This is why capital planning should precede capital raising.
Management teams should understand not only the next funding requirement but the likely requirements after it.
They should assess how much shareholder liquidity may be required over time.
They should understand when debt becomes appropriate, when equity is unavoidable and when secondary capital could separate ownership liquidity from corporate financing.
And they should institutionalise the organisation before a transaction forces them to do so.
The ability to wait is not passivity. In capital strategy, it is often the result of having prepared early enough to keep multiple options open.
Founders should prepare for public markets without becoming dependent on them
For founders and shareholders, there is an important implication.
IPO readiness should not begin when investment banks are appointed.
It should begin when the scale and complexity of the business make institutionalisation economically useful.
That point may arrive years before an actual listing.
A company operating across several countries, managing significant external capital or approaching substantial revenue scale already benefits from stronger governance, board architecture, reporting and capital discipline.
Public-market standards can therefore serve as a useful benchmark even when an IPO remains only one possible outcome.
This changes the objective.
The goal is not to build an organisation exclusively designed to satisfy public investors.
It is to build one capable of supporting several forms of institutional capital.
The same company should ideally be capable of engaging credibly with:
- public equity investors;
- private growth investors;
- credit funds and banks;
- strategic partners;
- potential acquirers;
- and long-term family or institutional capital.
That is genuine capital readiness.
The company is then not preparing for a transaction.
It is preparing for choice.
Oura’s postponement should not be interpreted as a general argument for delaying IPOs.
Market circumstances, valuation expectations, shareholder objectives and corporate financing needs differ from one company to another.
The more useful lesson lies elsewhere.
Access to capital and dependence on capital are fundamentally different positions from which to negotiate.
Companies that institutionalise early, preserve liquidity, understand the objectives of their shareholders and maintain several credible financing alternatives can decide which market to access — rather than allowing market conditions to decide for them.
That is increasingly important as the boundary between public and private capital becomes more fluid.
For boards, the objective of capital strategy should therefore not be to predict the perfect IPO window. It should be to build a company that can decide what to do when that window opens.
A question for founders, shareholders and investors:
Which creates more strategic value for a growth company: achieving an IPO as early as possible — or reaching the point where it could IPO, but no longer needs to?
