Every IPO is sold as a company raising money. Open Oura’s filing and almost none of the money was going to the company.
On 29 September 2026, after eight days of meetings with investors, Oura postponed its Nasdaq debut: 50 million shares at $40 to $44, seventeen banks, a book reported at four to five times the shares on offer, and early interest of up to $100 million from Eli Lilly and up to $300 million from funds affiliated with Dragoneer (the amended filing). The company blamed the market. My argument is that Oura stopped because the offering was built to pay its sellers, and a profitable company that needs none of the money holds the strongest hand in the room. Waiting was the right call.
Follow the return addresses
An IPO can sell two kinds of shares. Primary shares are new, and the money goes to the company. Secondary shares already belong to founders, employees and early investors, and the money goes to them.
Oura’s offering was 13.5 million primary shares and 36.5 million secondary ones, so 73% of it was existing holders selling. At the $42 midpoint that is roughly $567 million for the company and $1.53 billion for the sellers (Fortune). IFR reported that Forerunner Ventures planned to sell all 28.7 million of its shares, about $1.2 billion at the midpoint.
Even the company’s share had somewhere else to go. Oura planned to use about $526.4 million of its estimated $532.6 million in net proceeds to pay tax withholding on employee stock that vests at listing. That leaves about $6 million, by my arithmetic, for the business itself, on an offering of roughly $2.1 billion. That is the Trojan horse: a listing that looks like growth capital and carries a cash-out inside it. Selling is a fair wish. Venture funds have fixed lives, and employees hold most of their wealth in one stock. It simply makes this a sale by holders, and buyers price it that way.
Why the buyers pushed back
At the top of the range Oura would have been valued at $15.6 billion, against $11 billion in its last private round (IFR), about eleven times the $1.43 billion of revenue for the twelve months to June (IPOScoop), by my arithmetic. That is a software multiple, and the S-1 shows a business that is still mostly hardware: about 80% of revenue comes from selling rings, and gross margin was 55% in the nine months to June after 65% in fiscal 2024.
Investors also remember GoPro and Peloton, loved hardware with subscription stories, which Fortune reported down more than 94% and 82% from their IPO prices. IFR added that buyers objected to a loose lock-up, with ten rolling releases for early backers starting 35 days after listing. A book four times covered is a list of prices as much as a list of shares, and many of those orders stopped short of $44.
Why waiting wins
Here the structure works in Oura’s favor. A lower price would have cost the company almost nothing it planned to spend, because its own proceeds were already spoken for. The discount would have come out of the sellers’ pockets. The one party in the room that loses little by waiting is the company.
And the company is strong enough to wait. The S-1 shows paid members up from 2.9 million at the end of fiscal 2025 to 5.0 million on 30 June, revenue of $1.21 billion for the nine months, up 74%, and net income of $60.8 million against $1.6 million a year earlier. More than 94% of ring activations become paid members, and about 85% of members are still paying after a year. The membership line, $240.5 million, grew 121% at an 89% gross margin. Chief executive Tom Hale said Oura had “the luxury of choosing our moment,” and the numbers back him.
What the next attempt should look like
My prediction is that Oura returns with a stronger offering, and the filing shows what would make it one: a larger primary slice, so buyers see money going into the business, a tighter lock-up, and another year of membership growth, so the 89% margin line carries more of the company and the software multiple has something to stand on.
For anyone reading the next filing, three numbers come before the pitch: how many shares are new, how many belong to insiders, and where the company’s own money goes. Oura’s first filing answered all three honestly, and the honest answer was that the company did not need to sell yet.
Company figures come from Oura’s Form S-1 and amended S-1/A. Experts’ views and the seller split are from Fortune, and the lock-up, valuation and selling holders are from IFR. The dollar split uses the $42 midpoint before fees. Outlets differ on the book’s size, so it is given as a range. Eleven times revenue and the $6 million left for the business are my arithmetic, and the reading of why Oura stopped is mine, since the company gave one reason, the market.
The previous Trojan horse: Every Deal Has Its Thorne →