REP 807 Evaluating the state of the Australian public equity market: Evidence from data and academic literature - HTML version

Prepared by Dr Carole Comerton-Forde, Charles Lane Advisory Pty Limited for the Australian Securities and Investments Commission

February 2025

Acknowledgments and disclaimer

This report has been prepared by Charles Lane Advisory Pty Ltd (“CLA”). The information contained in this report is professional academic opinion only and is given in good faith. This report does not constitute legal advice.

The analysis presented in the report contains ASIC’s subscription data from third parties (including their use and proper attribution with permission from these third parties).

To the extent permitted by law, all liabilities are disclaimed, whether direct, indirect or consequential for any loss or damage suffered by a recipient, or other persons arising out of, or in connection with, any use or reliance on this report. No representation or warranty is made as to the accuracy, reliability or completeness of this report.

The author, Carole Comerton-Forde, is a Professor of Finance at the University of Melbourne. This report is undertaken in her private capacity and does not represent the university or its views.

Executive summary

On 31 December 2024, the Australia Securities Exchange (ASX) had 1,989 domestic and foreign equity issuers listed (including all entities comprising a stapled group) with a total market capitalisation of AUD 3.007 trillion (ASX). While this market capitalisation is near record highs, the number of listed companies has decreased. This decline raises a critical question: should we be concerned?

Between December 2022 and December 2024, the number of companies has fallen by 145. This is the largest decline over a two-year period since the recession in the early 1990s. This decline was due to both fewer new listings (66) and larger numbers of de-listings (211). Neither the level of listings nor de-listings is unprecedented, but such a high ratio of de-listings to listings has only previously been observed in the early 1990s. Similarly, the amount of capital raised through Initial Public Offerings (IPOs) and Seasoned Equity Offerings (SEOs) since 2022 is lower than in recent history, but the levels are again not unprecedented.

It is too early to call this a structural shift – it may well be a cyclical trend. More concerning is the longer-term decline in the ASX market capitalisation relative to global market capitalisation, and the decline in ASX market capitalisation relative to Gross Domestic Product (GDP). ASX market capitalisation relative to global market capitalisation fell from 2.1% in 2013 to 1.6% in 2023, and ASX market capitalisation to GDP fell from a peak of 140% in 2006 to 103% in 2023.

The public market landscape is very different in the United States (US) and two European markets examined (the United Kingdom (UK) and France). The US has experienced a very clear structural decline in the number of public companies since the late 1990s/early 2000s. A similar structural decline occurred in the UK and France around 2008. Three Asian markets: Singapore, Hong Kong and China, and the Canadian market do not exhibit these structural changes, but like Australia have experienced reduced public market activity in the last few years.

A vast academic literature has studied the reasons for the decline of the US public market. Contrary to public commentary, rising regulatory costs attributed to the Sarbanes Oxley Act 2002, are not the primary driver of this change. Instead, reductions in regulatory barriers in private markets, leading to substantial increases in the amounts of private capital, and changes in the nature of companies are shown to be the main contributor to companies choosing to stay private for longer. Companies have become less capital-intensive as intangibles have become more important, meaning that capital requirements have changed. Greater weight on intangible assets also means that companies have become harder to value, making investments from sophisticated investors with technical expertise in private markets more attractive. The abundance of private capital has also enabled founders to retain higher ownership stakes, giving them more voice in the decision about whether or not to go public.

While similar academic research is not available for the Australian market, there are some similarities with the US markets, but also many differences. First, the Australian public market has historically catered to much smaller companies – making the market more similar to the US venture capital (VC) market than the US public market. Nearly 80% of capital raised by IPOs over the last 20 years is for companies with market capitalisations of less than AUD 75m. Second, Australia-focussed private capital funds have grown substantially (350% from 2010 to June 2023) but remains modest at AUD 139 billion or 2.5% of public equity market capitalisation. Third, Australia has not had substantial increases in the regulation of public companies over the short period of decline in our public markets.

The size and scale of the Australian superannuation sector is also an important factor to consider. The superannuation sector has become a significant player in private asset markets. The largest super funds allocate nearly a quarter of their assets to private markets and have publicly stated plans to allocate more assets to private markets in the future. This means the retirement savings of Australian investors are significantly exposed to a less transparent asset class. This raises questions about whether the light regulatory touch applied to this asset class remains appropriate.

The rise of private markets may lead some to conclude that private market return performance is superior to that of public markets. However, the evidence for this is far from clear. While early vintages of private funds earned net of fee returns in excess of public markets, more recent vintages appear to only earn net of fee returns similar to public markets. This comparison does not consider differences in risk, leverage or illiquidity.

There are risks to a substantial shift away from public toward private markets:

  • Capital allocation may be less efficient: Some academic evidence indicates that public markets allocate capital more efficiently than private markets. Therefore, a large shift in assets to private markets may make overall capital allocation less efficient.
  • Wealth creation is not accessible to all investors: Historically private markets are only available to accredited investors. This means that other investors do not have access to the wealth creation opportunities that occur in private markets.
  • Expansion to all investors creates risks: Increasingly private market access is expanding to all investors either indirectly through super funds or directly through new products made available to less sophisticated investors. This places a burden on super funds and financial advisors to ensure that these customers understand the risk and return profile of these products.
  • Less transparency about companies and valuations: Private companies have fewer financial reporting and governance obligations. This means private company activities and valuations are less transparent.
  • Fees and leakage of economic value: Private market funds charge substantially higher fees than public market funds. This represents a potentially substantial leakage in economic value from investors.

One of the major limitations of private market investments is a lack of liquidity. Financial market innovation has seen the launch of secondary trading platforms for private assets, secondary markets for private equity fund stakes, and new continuation funds where assets can be transferred from one fund to another. These innovations are valuable for private market investors; however, they create additional disincentives for companies to go public. They also raise questions about potential conflicts of interest when assets are transferred between funds without a public price discovery process.

The analysis presented in this paper suggests that media commentary about the decline of the Australian public market appears to be overstated. However, there is reason for caution and further investigation and research into the evolution of public markets in Australia is warranted.

1. Background

The financial media and some market commentators have been popularising the story that the Australian public equity market is in decline [Note 1]. Similar headlines have also been common in other parts of the world [Note 2]. Are these headlines supported by empirical evidence? And is there reason for concern about the state of the Australian public equity market?

This paper seeks to address these questions. It begins with a deep dive into the data on listings, de-listings and capital raisings on the Australian Securities Exchange (ASX) over the last thirty-five years. Next, it contrasts the Australian experience with four mature markets: the United States (US), Canada, the United Kingdom (UK) and France. It also contrasts these experiences with those in three regional markets: Singapore, Hong Kong and China.

Having documented the facts about the evolution of public markets, the paper next reviews the academic literature on capital raising in both public and private markets. This includes analysis of the reasons for declining Initial Public Offerings (IPOs) and rising private market investments. This research predominantly focuses on the US market. Therefore, the subsequent section explores whether Australia is different and considers the relevance of the US findings to the Australian context. The next two sections discuss innovations aimed at making private markets more liquid and highlights the potential risks of a shift of assets from public to private markets.

2. Evolution of the Australian public equity market

This section describes the history of capital raising in Australia, both through Initial Public Offerings (IPOs) and Seasoned Equity Offerings (SEOs) through rights issues, private placements and dividend reinvestment schemes. It also summarises secondary market trading activities.

3. Evolution of public equity markets in the rest of the world

Global public markets have exhibited a number of trends over the last decade or two. The first trend is the decline in the number of listings. The second is increased concentration at a country, sector and stock level. The third is the growing importance of index investing. This section describes these trends.

4. Reasons for the decline of public equity markets

Public markets offer numerous valuable features for companies and investors. They enable companies to access capital, usually at a lower cost relative to other sources of capital. They provide price discovery through trading, where prices reflect the views of many investors in the market. This price discovery provides the company with “currency” that allows them to grow through acquisitions and to pay executives with stock-based remuneration. Public markets can also raise visibility for companies. For investors, public markets create abundant investment opportunities for unsophisticated investors. They also provide liquidity, allowing investors to exit investments as needed. Liquidity in turn helps to reduce the cost of capital.

However, being public also imposes costs on companies. The separation of ownership and management creates the potential for agency problems and information asymmetries. Therefore, to be public, companies must comply with disclosure and governance requirements as defined by the regulations in the jurisdiction in which they go public. These requirements impose both explicit and implicit costs on companies. The price discovery provided by the market may also introduce frictions as constant shareholder monitoring may encourage management to adopt a short-term focus in decision-making.

Declines in the number of companies going public suggest that there has been a shift in the benefits and costs of being public. Either the benefits have been reduced, or the costs have increased, or both. Such a shift could be because public markets have changed (e.g. disclosure obligations have increased) or because companies have changed (e.g. the nature of companies means that disclosure is more costly even if regulation is unchanged).

This section relies on the academic literature to explore the reasons for declining numbers of companies going public. Given that the decline in the number of public companies began in the US before anywhere else, it is not surprising that most of the academic literature focuses on this jurisdiction. There is a large body of literature exploring the decline of public markets, but it can be summarised around three key themes: (i) increased regulation and/or rising costs of being public; (ii) the changing nature of companies; and (iii) deregulation and easier access to private capital. The literature largely rules out (i) as being the main driver of declining public markets, and points to a combination of (ii) and (iii) explaining this trend. A recent paper from legal scholars suggests that focusing on the number of listed companies presents a distorted view, arguing that half the number of public companies generate more than double the profits and account for a larger share of GDP compared to pre-2000 (Roe and Wang, 2024). The following sections summarise the findings from this literature.

5. Is Australia different?

The evidence presented in sections 2 and 3 shows that the state of the Australian public equity market is very different from that of the US and Europe. Evidence of declining numbers of public companies and IPOs is much more short-term. At the current time, this appears to be cyclical, but a more prolonged period of reduced IPOs and increased de-listings may indicate a structural change.

Are there also differences in the regulatory environment, nature of companies and private capital markets in Australia? The short answer is yes. This section explores these differences and the likely implications of these differences for the evolution of our public market.

6. Other relevant developments

7. Risks of a shift to private

Public markets have been shown to improve capital allocation in the economy (Wurgler, 2000) and have been linked to economic growth and capital accumulation (Levine and Zervos, 1999; Levine, 2005). They also affect the real economy through the informational role of stock prices (Bond, Edmans and Goldstein, 2012). They also provide retail investors with potential exposure to corporate profits (Ljungqvist, Persson and Tag, 2018). Are these benefits at risk, if too much capital shifts from public to private markets? This section explores some of the academic literature assessing the risks of the shift to private capital.

8. Conclusions

Overall, this paper does not find evidence to support the claims that the Australian public market is in structural decline. However, there is reason to carefully watch the developments in both the private and public markets and to dig further into the reasons for the recent trends that have been observed in Australia.

The trade-offs that companies face in deciding to go public appear to have altered as private capital has become more readily available. Historically to gain access to capital, companies had to be willing to disclose more information to the market and comply with a higher governance burden. Today, it is easier for companies to gain access to private capital without having to make those trade-offs.

The higher interest rate environment increases the cost of capital for companies and reduces asset valuations. The impact this will have on the performance of more recent private capital fund vintages that made investments during the low interest rate environment is, as yet, unclear. Only time will tell.

Last updated: 26/02/2025 04:00