The M&A Word of the Day® from the Book of Jargon® – Global Mergers & Acquisitions Is PIPE
*This piece appears in PitchBook’s 2023 Annual US VC Valuations Report. We believe this is the wrong question—we view a reverse merger as "going public" during your cross-over round, rather than as an alternative to an IPO...more
The challenging funding environment will likely prompt small- and mid-cap listed life sciences companies to seek financing through private investments in public equity. Small- and mid-cap life sciences companies typically...more
This practice note discusses 10 practice points that can help you, as counsel to a special purpose acquisition company (SPAC) or its placement agent, execute a private investment in public equity (PIPE) transaction alongside...more
Although 2022 saw a general decline in M&A activity in the life sciences industry compared to 2021’s frenetic pace (when deal volume was up 52% from 2020), life sciences deal flow in 2022 on balance remained strong despite...more
Key takeaways - In 2022, markets have exhibited volatility and general weakness across the board, in part due to inflation and corresponding interest rate hikes. As a result, equity capital markets have had their slowest...more
Investors are still feeling the burn from biotech’s flameout. And with rising interest rates and increasingly strict regulatory scrutiny, it’s no wonder they remain wary of being singed by the sector. Originally published...more
2021 M&A smashed U.S. and global records. The year saw the arrival of a new U.S. administration, the release of COVID-19 vaccines, as well as continued questions regarding the impact of the pandemic, including the year-end...more
On September 17, 2021, the Stock Exchange of Hong Kong (“SEHK”) released the long-awaited consultation paper on Hong Kong Special Purpose Acquisition Companies (“SPAC”). After a short consultation period ending on October 31,...more
The active underlying deal environment comingled with the December 31st LIBOR transition deadline combined to make November the busiest month in the history of Cadwalader Fund Finance. We have no doubt that’s been the case...more
The last few months have been difficult for SPACs. IPO activity slowed to a crawl. PIPEs became difficult to secure. Investors’ appetites waned. Redemptions soared. As a result, many SPAC teams put their IPO plans on hold and...more
Special Purpose Acquisition Companies (“SPACs”) played a critical role in U.S. capital market growth in 2020. There were 248 SPACs launched, raising an aggregate of $83 billion in proceeds. The beginning of 2021 witnessed an...more
On September 24, Cooley M&A partner, Garth Osterman, moderated a webinar on the current trend in going public: SPACs! Dave Peinsipp, co-chair of Cooley’s capital markets practice group and Rama Padmanabhan, a Cooley M&A...more
During uncertain times, public companies may find themselves in need of additional capital, but a traditional follow-on underwritten public offering may be out of reach or considered too risky. Alternative ways to access the...more
PIPE transactions continue to be a popular capital raising approach for companies. Through July 31, 2020, companies have raised over $47.2 billion in 779 PIPE transactions. Healthcare and life sciences companies raised almost...more
Volatile stock markets, COVID-19 and the oil price crash, along with billions of dollars in unallocated investment capital, have combined to create a unique public company investment opportunity in Canada. The economic...more
To assist interested parties in navigating a private investment in public equity (PIPE) transaction in Canada, we have prepared the following summary of key considerations. What is a PIPE Transaction? - PIPE...more
Private investments in public equity are likely to become more popular as investors and public companies utilize PIPEs to navigate market turbulence. In the face of tremendous market uncertainty, PIPE transactions offer...more
In light of the significant liquidity challenges and deterioration in the stock prices and asset values the COVID-19 pandemic has caused for many otherwise healthy public companies, many of those same companies and investors...more
The New York Stock Exchange (NYSE) and The Nasdaq Stock Market LLC (Nasdaq) both took action this month to provide issuers with much needed relief in response to the economic downturn caused by the COVID-19 pandemic. We...more
Market volatility is now the norm. Financing “windows” often open and close rather abruptly, and issuers must be prepared to undertake a capital-raising transaction quickly. Often, a PIPE transaction can be executed during...more
An SEC comment letter exchange recently made public serves as a helpful reminder to consider Section 5 of the Securities Act when structuring a PIPE (private investments in public equity) transaction. In a PIPE, a public...more
The SEC has recently approved an amendment to Nasdaq Rule 5635(d), which became effective on September 26, 2018, that modifies the circumstances in which listed companies must receive shareholder approval before they can...more
PIPE transactions have provided a useful capital-raising alternative when the public markets are inhospitable. A PIPE transaction also has become the financing of choice when it comes time to raise capital to finance an...more
In a year of significant volatility, it is not surprising that there was increased reliance on PIPE (private investment in public equity) transactions. Traditionally, PIPE transactions have provided a useful capital-raising...more
Volatile markets often require issuers to raise capital through PIPE transactions. We have collected data regarding PIPE transactions in the below infographic...more