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Mergers IPOs

Mergers & Acquisitions

Second Most Active U.S. Public M&A Environment on Record

The dollar value of newly announced Merger and Acquisition deals with U.S. publicly traded target companies surged to its highest first half level since the record was set in 2015. According to Deal Point Data’s research, $508 billion dollars of M&A deals were announced during the first six months of 2019. First half activity was only 1.7% below the all-time high and 85% above the 10-year average level. On a year-over-year basis, dollar volume increased 15.1% in June, 4.6% in Q2, and 10.2% for the half year. On a sequential basis, the first half of 2019 was up 94.4% compared to the second half of 2018. In a sign that the market was not overheating, the average unaffected control premium was a moderate 29.96% during the first half, 20.4% below the ten-year average. Goldman, Sachs topped the Deal Point Data investment banking league table for announced U.S. public target deals during the first half advising on $162.3 billion in deals. Wachtell Lipton advised on $142.4 billion in announced deals to earn the number one ranking among legal advisers.


Top 5 Largest U.S. Public M&A Deals Announced during First Half 2019
Target Acquirer Equity Value ($bil)
Celgene Corporation Bristol-Myers Squibb Company 71.6
Raytheon Company United Technologies 52.0
Anadarko Petroleum Occidental Petroleum 37.9
Worldpay, Inc. Fidelity National Information Services 34.8
SunTrust Banks BB&T Corporation 28.2

Market Leaders - U.S. Public Mergers

Wachtell, Lipton, Rosen & Katz was the top ranked legal adviser on U.S. public M&A deals announced during the first half of 2019. Wachtell advised on 14 public deals valued at $249.4 billion. Kirkland & Ellis ranked second in the high-profile public M&A advisory market while Skadden rounded out the top three.

Rank Firm Equity Value ($bil)
1 Wachtell, Lipton, Rosen & Katz 249.4
2 Kirkland & Ellis 100.8
3 Skadden 88.4

M&A Adviser Fee Watch

As of July 1, 2019, record M&A advisory fees of $2.03 billion have already been disclosed on U.S. public deals announced during the first half of 2019. Goldman led the market with $447 million in fees disclosed. JP Morgan took second place among financial advisers. Morgan Stanley rounded out the top three in disclosed fees.

Corporate Governance Activity

AgeX Therapeutics, Inc.18 Oct 19
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The company disclosed the meeting date and advance notice deadlines for proposals and nominations for the 2019 annual meeting. This is the company's first annual meeting as a public company after it was spun-off from BioTime, Inc. in November 2018. (8-K )
Alaska Communications Systems Group, Inc.18 Oct 19
Poison Pill Amendment, Poison Pill Termination (proactive)
DPD Note: Accelerate expiration date from January 8, 2021 to October 17, 2019 (8-K )
Provident Bancorp, Inc.18 Oct 19
Reincorporation
DPD Note: The company completed its conversion from a mutual holding company to a stock holding company form of organization that also included a reincorporation in Maryland from Massachusetts. (8-K )
Wheeler Real Estate Investment Trust, Inc.17 Oct 19
Update:Proxy Fight Director Nomination on 04/15/2019
DPD Note: The company disclosed the 2019 annual meeting will be held on December 19, 2019 and provided a new 14a-8 deadline. Stilwell Value LLC previously disclosed it nominated a 6-person slate of directors for election at the company's next annual meeting. (8-K )
A. O. Smith Corporation16 Oct 19
Advance Notice Disclosure
DPD Note: In connection with an amendment to the company's bylaws to establish advance notice timeliness requirements, the company disclosed new deadlines for non-14a-8 proposals and nominations for its 2020 annual meeting. The company's governing documents were previously silent on advance notice requirements. (8-K )
Emerson Electric Co.15 Oct 19
Governance/Defense Controversy/Criticism
DPD Note: D.E. Shaw Group press release, letter to the company's Board, and presentation calling for action to enhance value including cost reductions and breaking up the company. D.E. Shaw also criticized the company's corporate governance practices including being among the few remaining S&P 500 companies with a classified Board and compensation not aligned with performance. (Press Release )
Enzo Biochem, Inc.15 Oct 19
Other Material Defense/Proxy Disclosure
DPD Note: 2020 annual meeting expected to be held "on or about January 9, 2020". (10-K )
Heritage Commerce Corp15 Oct 19
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 08/28/2019 (S-8 )
Surge Components, Inc.15 Oct 19
Poison Pill Amendment
DPD Note: Extend expiration date from October 7, 2019 to October 7, 2022 subject to stockholder approval at the 2019 annual meeting (or the plan will expire the day after the meeting) (10-Q )
USA Technologies, Inc.14 Oct 19
Proxy Fight Director Nomination
DPD Note: Hudson Executive Capital LP disclosed plans to nominate its own slate of directors at the company's upcoming annual meeting and that the slate would represent a majority of the company's Board if elected. (Press Release )
Ally Financial, Inc.11 Oct 19
Discloses AGM Date
• Press release: Ally Financial Announces Date of 2020 Annual Meeting of Stockholders (Press Release )
Apogee Enterprises, Inc.11 Oct 19
Update:Settlement/Standstill on 02/11/2019
DPD Note: The company and Engaged Capital, LLC agreed to a limited waiver of the advance notice deadline for nominations by Engaged Capital with respect to the company's 2019 annual meeting under the confidentiality agreement, dated February 8, 2019, by and among the company and Engaged, as amended on August 5, 2019 and September 12, 2019. (8-K )
EQT Corporation11 Oct 19
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The 2020 annual meeting has been scheduled to be held on May 1, 2020 which is more than 30 days before the anniversary of the 2019 annual meeting held on July 10, 2019 triggering the alternative timing provision in the company's advance notice bylaws and a new deadline under Rule 14a-8. The company disclosed a new deadline of November 25, 2019 for 14a-8 proposals and February 1, 2020 for non 14a-8 proposals and nominations. The January 25, 2020 deadline for proxy access nominations remains unchanged. The meeting date was changed because the company is returning to holding its annual meeting in the spring, in accordance with its historical timing prior to 2018. (8-K )
Corteva, Inc.10 Oct 19
Advance Notice Disclosure
DPD Note: The company disclosed that it expects the date of the 2020 annual meeting to be on or around April 28, 2020 and provided the advance notice deadlines for proposals, nominations and proxy access for the meeting. This is the company's first annual meeting as a public company after it was spun-off from DowDuPont in April 2019. The company also amended its advance notice bylaws to delete the deemed anniversary date of the company's first distribution of its proxy materials for the 2019 annual meeting of stockholders and 2019 annual meeting that had been provided in order for stockholders to calculate the deadlines for the 2020 annual meeting. (8-K )
First Defiance Financial Corp.09 Oct 19
Governing Documents Filing (Restated Only)
• Exhibit: Bylaws Amended/Restated Effective 05/03/2019 (S-4 )
First Defiance Financial Corp.09 Oct 19
Governing Documents Filing (Restated Only)
• Exhibit: Charter Amended/Restated Effective 05/03/2019 (S-4 )
USA Technologies, Inc.09 Oct 19
Governing Documents Filing (Restated Only)
• Exhibit: Bylaws Amended/Restated Effective 04/05/2019 (10-K )
AMAG Pharmaceuticals, Inc.08 Oct 19
Settlement/Standstill
DPD Note: The company entered into a Settlement Agreement with Caligan Partners LP under which Caligan Partners will withdraw its pending consent solicitation to remove and replace four company directors. Two of Caligan Partners' nominees, Paul Fonteyne and Caligan Partners co-founder David Johnson, were appointed to the company's Board. The agreement also includes standstill and voting provisions. (8-K )
Liberated Syndication Inc.08 Oct 19
Settlement/Standstill
DPD Note: Settlement Agreement with Camac Partners ends proxy fight. Camac Partners will withdraw its special meeting request and director nominations for the 2020 annual meeting. Under the agreement, the company will appoint two new directors that had been nominated by Camac Partners plus the company's director slate for the 2020 annual meeting will include at least one additional new independent director in lieu of an existing independent director. The agreement also calls for the creation of a Strategic Review Committee and the splitting of the roles of Chairman and CEO and includes standstill and voting provisions. (8-K )
Aramark07 Oct 19
Planned Defense Change
DPD Note: As part of a Stewardship Framework Agreement with Mantle Ridge LP., the company agreed to put a proposal to amend the charter to allow the holders of at 15% of the outstanding shares to call special meetings to a binding vote at the 2020 annual meeting. (8-K )
Aramark07 Oct 19
Settlement/Standstill
DPD Note: The company entered into a Stewardship Framework Agreement with Mantle Ridge LP. which includes the appointment of a new CEO and the addition of six new members to the Board including Mantle Ridge founder Paul Hilal, who was appointed Vice Chairman of the Board. Four existing directors will retire. In a 13D filing on August 16, 2019, Mantle Ridge disclosed ownership of 9.8% of the company's outstanding shares and that it intends to have conversations with the Board and management team, stockholders and other persons, in each case to discuss the company's business, operations, strategies, governance, the composition of the executive suite and Board and possibilities for changes thereto. (8-K )
Korn Ferry07 Oct 19
Defense Related Stockholder Proposal
DPD Note: Vote results for October 3, 2019 annual meeting include a stockholder proposal to reduce the percent required to call a special meeting from 25% to 10% that did not receive a majority of votes cast and was not approved. (8-K )
Verso Corporation04 Oct 19
Advance Notice Disclosure
DPD Note: The company announced it will hold its 2019 annual meeting on January 21, 2020 which is more than 60 days after the anniversary of the company's last annual meeting held on September 24, 2018 triggering the alternative timing provision in the company's advance notice bylaws and a new deadline under Rule 14a-8. The company disclosed new deadlines to submit 14a-8 proposals, non-14a-8 proposals, and nominations. (8-K )
Support.com, Inc.03 Oct 19
Update:Proxy Fight Director Nomination on 08/21/2019
DPD Note: JDS1, LLC disclosed a Books and Records demand to get more information regarding the company's adoption of its NOL rights plan. JDS1, LLC believes the company is using the NOL rights plan as a disguised tool for Board entrenchment. JDS1, LLC previously disclosed plans to nominate its own slate of directors at the company's 2020 annual meeting. (SC 13D/A )
Progenics Pharmaceuticals, Inc.02 Oct 19
Update:Disclose Commencement of Written Consent (By Stockholder) on 09/18/2019
DPD Note: Velan Capital, L.P. issued a press release in response to the company's announcement it entered into an agreement to be acquired by Lantheus Holdings, Inc. Velan Capital, L.P. previously announced it would solicit written consents to remove three existing members of the Board without cause and elect its own slate of five nominees. (Press Release )
Radiant Logistics, Inc.02 Oct 19
Other Material Defense/Proxy Disclosure
DPD Note: The company adopted a resignation policy in connection with the adoption of a majority vote standard to elect directors. (8-K )
Aceto Corporation01 Oct 19
Poison Pill Amendment, Poison Pill Termination (proactive)
DPD Note: Accelerate expiration date from November 5, 2020 to October 1, 2019 (8-K )
Brookdale Senior Living Inc.30 Sep 19
Update:Proxy Fight Director Nomination on 07/03/2019
DPD Note: The company entered into a support agreement with its largest shareholder Glenview Capital Management while in the midst of a Board seat proxy fight with Land and Buildings Investment Management LLC. Under the agreement, Glenview will vote its 9.9% stake in favor of the company's slate of director nominees at the October 29th annual meeting. (8-K )
InnerWorkings, Inc.30 Sep 19
Adjourn Meeting
• Press release: InnerWorkings to Adjourn Annual Meeting Until November 1, 2019 (Press Release )
Acuity Brands, Inc.27 Sep 19
Discloses AGM Date
• Press release: Acuity Brands Declares Quarterly Dividend and Announces Annual Meeting Date (Press Release )
BioSig Technologies, Inc.27 Sep 19
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The company disclosed the meeting date and advance notice deadlines for proposals and nominations for the 2019 annual meeting. This is the company's first annual meeting since its shares began trading on Nasdaq in September 2018. The company also filed restated bylaws to adopt advance notice requirements (proper and timely). The bylaws were previously silent on advance notice requirements. (8-K )
Destiny Media Technologies Inc.27 Sep 19
Proxy Fight Director Nomination
DPD Note: Steven Vestergaard, the company's largest shareholder and former CEO, provided formal notice he is nomination his own 5-person slate of directors for election at the company's next annual meeting. Mr. Vestergaard is also a member of the company's Board but claims to have been excluded from participating in Board activities. (SC 13D )
Galectin Therapeutics Inc.27 Sep 19
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The company announced it will hold its 2019 annual meeting on December 4, 2019 which is more than 30 days after the anniversary of the company's last annual meeting held on May 22, 2018 triggering the alternative timing provision in the company's advance notice bylaws and a new deadline under Rule 14a-8. The company disclosed new deadlines to submit 14a-8 proposals, non-14a-8 proposals, and nominations. (8-K )
Marathon Petroleum Corporation27 Sep 19
Governance/Defense Controversy/Criticism
DPD Note: Paul Foster and Jeff Stevens, who together with their affiliates hold approximately 1.7% of the company's outstanding common stock, issued a press release which included a letter to the company's Board in support of Elliott Management's proposals to break up the company and enhance corporate governance. The stockholders also called out the company's poor governance, as evidenced by its combined Chairman and CEO role, staggered Board and lack of financial reporting clarity, and called for the immediate replacement of company's Chairman and CEO Gary R. Heminger. (Press Release )
Misonix, Inc.27 Sep 19
Reincorporation
DPD Note: Reincorporation in Delaware from New York as part of merger of old Misonix, Inc. (a New York corporation) with privately-held Solsys Medical, LLC to form new Misonix, Inc. (a Delaware corporation). (8-K12B )
SunLink Health Systems, Inc.27 Sep 19
Poison Pill Amendment
DPD Note: Extend expiration from September 29, 2019 to September 29, 2024 (subject to stockholder approval at the company's November 11, 2019 annual meeting) (DEF 14A )
Theratechnologies Inc.27 Sep 19
Poison Pill Amendment
DPD Note: Exercise price changed from a fixed C$10 to one that will vary with the Market Price of the Common Shares (three times the Market Price); Extend expiration from date of 2019 annual meeting to 2022 annual meeting (40FR12B )
First United Corporation26 Sep 19
Governance/Defense Controversy/Criticism
DPD Note: Driver Management Company LLC press release and presentation reiterating its call for the company to sell itself and threat to nominate its own slate of three director nominees ahead of the company's next annual meeting. Driver Management also criticized the company's governance practices including having an over-tenured Board, not separating the Chair and CEO roles, and director conflicts of interest. (SC 13D/A )

IPO Activity

Juniper Industrial Holdings, Inc.18 Oct 19
Registration Statement Filed
Juniper Industrial Holdings, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Juniper Industrial Holdings, Inc.18 Oct 19
Shares Offered Disclosed
Juniper Industrial Holdings, Inc. disclosed plans to offer 30,000,000 units, with each unit consisting of one share of Class A common stock and one-half of one warrant
Juniper Industrial Holdings, Inc.18 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.55 per share (a gross spread of 5.5%) and a total of $16.5 mil for underwriting Juniper Industrial Holdings, Inc.'s IPO
Juniper Industrial Holdings, Inc.18 Oct 19
Other IPO Related
Juniper Industrial Holdings, Inc. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Innate Pharma S.A.18 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.385 per share (a gross spread of 7%) and a total of $3.1 mil for underwriting Innate Pharma S.A.'s IPO
Innate Pharma S.A.18 Oct 19
IPO Price Disclosed
Innate Pharma S.A. set the price of its initial public offering of 8,047,227 American Depositary Shares at $5.50 per share for gross proceeds of $44 mil
Velocity Financial, Inc.18 Oct 19
Registration Statement Filed
Velocity Financial, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Galileo Acquisition Corp.17 Oct 19
Registration Statement Declared Effective
Galileo Acquisition Corp.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Galileo Acquisition Corp.17 Oct 19
Shares Offered Increased
Galileo Acquisition Corp. increased the number of units to be offered to 12,000,000 units from 10,000,000 units
Union Acquisition Corp. II17 Oct 19
Registration Statement Declared Effective
Union Acquisition Corp. II's registration statement was declared effective by the Securities and Exchange Commission (SEC)
Karat Packaging Inc.17 Oct 19
IPO Withdrawn
Karat Packaging Inc. withdrew its initial public offering indicating that it has decided to no longer pursue an IPO
BellRing Brands, Inc.17 Oct 19
Shares Offered Increased
BellRing Brands, Inc. increased the number of Class A common shares to be offered to 34,285,714 from 30,000,000 shares
BellRing Brands, Inc.17 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.70 per share (a gross spread of 5%) and a total of $24 mil for underwriting BellRing Brands, Inc.'s IPO
BellRing Brands, Inc.17 Oct 19
IPO Price Disclosed
BellRing Brands, Inc. set the price of its upsized initial public offering of 34,285,714 shares at $14.00 per share, which is 12.5% below the low end of its $16.00 to $19.00 price range, for gross proceeds of $480 mil
Innate Pharma S.A.16 Oct 19
Registration Statement Declared Effective
Innate Pharma S.A.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Karat Packaging Inc.16 Oct 19
Other IPO Related
Karat Packaging Inc. has postponed its initial public offering
BellRing Brands, Inc.16 Oct 19
Registration Statement Declared Effective
BellRing Brands, Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Endeavor Group Holdings, Inc.16 Oct 19
IPO Withdrawn
Endeavor Group Holdings, Inc. withdrew its initial public offering indicating that it does not wish to pursue an IPO at this time
Cabaletta Bio, Inc.16 Oct 19
Shares Offered Disclosed
Cabaletta Bio, Inc. disclosed plans to offer 5,800,000 common shares to the public
Cabaletta Bio, Inc.16 Oct 19
Price Range Disclosed
Cabaletta Bio, Inc. set the anticipated price range for its IPO at $14.00 to $16.00 per share
Youdao, Inc.15 Oct 19
Shares Offered Disclosed
Youdao, Inc. disclosed plans to offer 5,600,000 American Depositary Shares (ADS) with each ADS representing one Class A ordinary share
Youdao, Inc.15 Oct 19
Price Range Disclosed
Youdao, Inc. set the anticipated price range for its IPO at $15.00 to $18.00 per American Depositary Share
TELA Bio, Inc.15 Oct 19
Registration Statement Filed
TELA Bio, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Aesthetic Medical International Holdings Group Ltd15 Oct 19
Shares Offered Disclosed
Aesthetic Medical International Holdings Group Ltd disclosed plans to offer 2,500,000 American Depositary Shares (ADS) with each ADS representing three ordinary share
Aesthetic Medical International Holdings Group Ltd15 Oct 19
Price Range Disclosed
Aesthetic Medical International Holdings Group Ltd set the anticipated price range for its IPO at $11.00 to $13.00 per American Depositary Share
OneWater Marine Inc.15 Oct 19
Shares Offered Disclosed
OneWater Marine Inc. disclosed plans to offer 3,157,895 Class A common shares to the public
OneWater Marine Inc.15 Oct 19
Price Range Disclosed
OneWater Marine Inc. set the anticipated price range for its IPO at $18.00 to $20.00 per share
Progyny, Inc.15 Oct 19
Shares Offered Disclosed
Progyny, Inc. disclosed plans to offer 10,000,000 common shares to the public with the selling shareholders offering 3,300,000 shares and the company selling 6,700,000 shares
Progyny, Inc.15 Oct 19
Price Range Disclosed
Progyny, Inc. set the anticipated price range for its IPO at $14.00 to $16.00 per share
Phathom Pharmaceuticals, Inc.15 Oct 19
Shares Offered Disclosed
Phathom Pharmaceuticals, Inc. disclosed plans to offer 7,900,000 common shares to the public
Phathom Pharmaceuticals, Inc.15 Oct 19
Price Range Disclosed
Phathom Pharmaceuticals, Inc. set the anticipated price range for its IPO at $18.00 to $20.00 per share
FinServ Acquisition Corp.11 Oct 19
Registration Statement Filed
FinServ Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
FinServ Acquisition Corp.11 Oct 19
Shares Offered Disclosed
FinServ Acquisition Corp. disclosed plans to offer 20,000,000 units, with each unit consisting of one share of Class A common stock and one-half of one redeemable warrant
FinServ Acquisition Corp.11 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.55 per share (a gross spread of 5.5%) and a total of $11 mil for underwriting FinServ Acquisition Corp.'s IPO
FinServ Acquisition Corp.11 Oct 19
IPO Price Disclosed
FinServ Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Vir Biotechnology, Inc.11 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $1.40 per share (a gross spread of 7%) and a total of $10 mil for underwriting Vir Biotechnology, Inc.'s IPO
Vir Biotechnology, Inc.11 Oct 19
IPO Price Disclosed
Vir Biotechnology, Inc. set the price of its initial public offering of 7,142,858 shares at $20.00 per share, which was within the $20.00 to $22.00 price range, for gross proceeds of $143 mil
HBT Financial, Inc.11 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $1.12 per share (a gross spread of 7%) and a total of $9.3 mil for underwriting HBT Financial, Inc.'s IPO
HBT Financial, Inc.11 Oct 19
IPO Price Disclosed
HBT Financial, Inc. set the price of its initial public offering of 8,300,000 shares at $16.00 per share, which is 5.9% below the low end of its $17.00 to $19.00 price range, for gross proceeds of $132.8 mil
Galera Therapeutics, Inc.11 Oct 19
Registration Statement Filed
Galera Therapeutics, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Osprey Technology Acquisition Corp.11 Oct 19
Registration Statement Filed
Osprey Technology Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Osprey Technology Acquisition Corp.11 Oct 19
Shares Offered Disclosed
Osprey Technology Acquisition Corp. disclosed plans to offer 25,000,000 units, with each unit consisting of one share of Class A common stock and one-half of one redeemable warrant
Osprey Technology Acquisition Corp.11 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.55 per share (a gross spread of 5.5%) and a total of $13.75 mil for underwriting Osprey Technology Acquisition Corp.'s IPO
Osprey Technology Acquisition Corp.11 Oct 19
Other IPO Related
Osprey Technology Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Centogene N.V.11 Oct 19
Registration Statement Filed
Centogene N.V. filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
89bio, Inc.11 Oct 19
Registration Statement Filed
89bio, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
BioNTech SE11 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.90 per share (a gross spread of 6%) and a total of $9 mil for underwriting BioNTech SE's IPO
BioNTech SE11 Oct 19
IPO Price Disclosed
BioNTech SE set the price of its initial public offering of 10,000,000 shares at $15.00 per share, which was within the decreased $15.00 to $16.00 price range, for gross proceeds of $150 mil
Moving iMage Technologies, Inc.11 Oct 19
Registration Statement Filed
Moving iMage Technologies, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Moving iMage Technologies, Inc.11 Oct 19
Shares Offered Disclosed
Moving iMage Technologies, Inc. disclosed plans to offer 2,100,000 common shares to the public
Moving iMage Technologies, Inc.11 Oct 19
Price Range Disclosed
Moving iMage Technologies, Inc. set the anticipated price range for its IPO at $4.00 to $4.50 per share
BRP Group, Inc.11 Oct 19
Shares Offered Disclosed
BRP Group, Inc. disclosed plans to offer 16,400,000 Class A common shares to the public
BRP Group, Inc.11 Oct 19
Price Range Disclosed
BRP Group, Inc. set the anticipated price range for its IPO at $14.00 to $16.00 per share
Vir Biotechnology, Inc.10 Oct 19
Registration Statement Declared Effective
Vir Biotechnology, Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
HBT Financial, Inc.10 Oct 19
Registration Statement Declared Effective
HBT Financial, Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
BioNTech SE09 Oct 19
Shares Offered Decreased
BioNTech SE decreased the number of American Depositary Shares (ADS) to be offered to 10,000,000 ADSs from 13,200,000 ADSs
BioNTech SE09 Oct 19
Price Range Decreased
BioNTech SE decreased the anticipated price range for its IPO to between $15.00 to $16.00 per ADS from $18.00 to $20.00 per share
BioNTech SE09 Oct 19
Registration Statement Declared Effective
BioNTech SE's registration statement was declared effective by the Securities and Exchange Commission (SEC)
China Liberal Education Holdings Limited09 Oct 19
Shares Offered Increased
China Liberal Education Holdings Limited increased the number of ordinary shares to be offered to 1,333,333 from 1,166,667 shares
Merida Merger Corp. I09 Oct 19
Registration Statement Filed
Merida Merger Corp. I filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Merida Merger Corp. I09 Oct 19
Shares Offered Disclosed
Merida Merger Corp. I disclosed plans to offer 10,000,000 units, with each unit consisting of one share of common stock and one-half of one warrant
Merida Merger Corp. I09 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.20 per share (a gross spread of 2%) and a total of $2 mil for underwriting Merida Merger Corp. I's IPO
Merida Merger Corp. I09 Oct 19
Other IPO Related
Merida Merger Corp. I disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Fangdd Network Group Ltd.08 Oct 19
Registration Statement Filed
Fangdd Network Group Ltd. filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
HYLETE, Inc.07 Oct 19
Shares Offered Disclosed
HYLETE, Inc. disclosed plans to offer 1,666,667 Class A common shares to the public
BellRing Brands, Inc.07 Oct 19
Shares Offered Disclosed
BellRing Brands, Inc. disclosed plans to offer 30,000,000 Class A common shares to the public
BellRing Brands, Inc.07 Oct 19
Price Range Disclosed
BellRing Brands, Inc. set the anticipated price range for its IPO at $16.00 to $19.00 per share
LGL Systems Acquisition Corp.07 Oct 19
Registration Statement Filed
LGL Systems Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
LGL Systems Acquisition Corp.07 Oct 19
Shares Offered Disclosed
LGL Systems Acquisition Corp. disclosed plans to offer 12,500,000 units, with each unit consisting of one share of Class A common stock and one-half of one redeemable warrant
LGL Systems Acquisition Corp.07 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.55 per share (a gross spread of 5.5%) and a total of $6.875 mil for underwriting LGL Systems Acquisition Corp.'s IPO
LGL Systems Acquisition Corp.07 Oct 19
Other IPO Related
LGL Systems Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Q&K International Group Limited07 Oct 19
Registration Statement Declared Effective
Q&K International Group Limited filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Innate Pharma S.A.04 Oct 19
Shares Offered Disclosed
Innate Pharma S.A. disclosed plans to offer 8,047,227 American Depositary Shares (ADS) with each ADS representing one ordinary share
Oyster Point Pharma, Inc.04 Oct 19
Registration Statement Filed
Oyster Point Pharma, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Aprea Therapeutics, Inc.04 Oct 19
Shares Offered Increased
Aprea Therapeutics, Inc. increased the number of common shares to be offered to 5,666,667 from 5,000,000 shares
Aprea Therapeutics, Inc.04 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $1.05 per share (a gross spread of 7%) and a total of $5.95 mil for underwriting Aprea Therapeutics, Inc.'s IPO
Aprea Therapeutics, Inc.04 Oct 19
IPO Price Disclosed
Aprea Therapeutics, Inc. set the price of its initial public offering of 5,666,667 shares at $15.00 per share, which was within the $14.00 to $16.00 price range, for gross proceeds of $85 mil
Viela Bio, Inc.04 Oct 19
Shares Offered Increased
Viela Bio, Inc. increased the number of common shares to be offered to 7,900,000 from 7,500,000 shares
Viela Bio, Inc.04 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $1.33 per share (a gross spread of 7%) and a total of $10.5 mil for underwriting Viela Bio, Inc.'s IPO
Viela Bio, Inc.04 Oct 19
IPO Price Disclosed
Viela Bio, Inc. set the price of its initial public offering of 7,900,000 shares at $19.00 per share, which was within the $19.00 to $21.00 price range, for gross proceeds of $150 mil
Frequency Therapeutics, Inc.04 Oct 19
Shares Offered Decreased
Frequency Therapeutics, Inc. decreased the number of common shares to be offered to 6,000,000 shares from 6,700,000 shares
Frequency Therapeutics, Inc.04 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.98 per share (a gross spread of 7%) and a total of $5.9 mil for underwriting Frequency Therapeutics, Inc.'s IPO
Frequency Therapeutics, Inc.04 Oct 19
IPO Price Disclosed
Frequency Therapeutics, Inc. set the price of its initial public offering of 6,000,000 shares at $14.00 per share, which was within the $14.00 to $16.00 price range, for gross proceeds of $84 mil
ADC Therapeutics SA03 Oct 19
IPO Withdrawn
ADC Therapeutics SA withdrew its initial public offering immediately prior to the pricing of its IPO citing unfavorable market conditions
MetroCity Bankshares, Inc.03 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.88 per share (a gross spread of 6.52%) and a total of $1.7 mil for underwriting MetroCity Bankshares, Inc.'s IPO
MetroCity Bankshares, Inc.03 Oct 19
IPO Price Disclosed
MetroCity Bankshares, Inc. set the price of its initial public offering of 1,939,000 shares at $13.500 per share, which is 6.9% below the low end of its $14.50 to $16.50 price range, for gross proceeds of $26.18 mil
Galileo Acquisition Corp.02 Oct 19
Registration Statement Filed
Galileo Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Galileo Acquisition Corp.02 Oct 19
Shares Offered Disclosed
Galileo Acquisition Corp. disclosed plans to offer 10,000,000 units, with each unit consisting of one ordinary share and one redeemable warrant
Galileo Acquisition Corp.02 Oct 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.20 per share (a gross spread of 2%) and a total of $2 mil for underwriting Galileo Acquisition Corp.'s IPO
Galileo Acquisition Corp.02 Oct 19
Other IPO Related
Galileo Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Aprea Therapeutics, Inc.02 Oct 19
Registration Statement Declared Effective
Aprea Therapeutics, Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Viela Bio, Inc.02 Oct 19
Registration Statement Declared Effective
Viela Bio, Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Frequency Therapeutics, Inc.02 Oct 19
Registration Statement Declared Effective
Frequency Therapeutics, Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
MetroCity Bankshares, Inc.02 Oct 19
Registration Statement Declared Effective
MetroCity Bankshares, Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Monopar Therapeutics Inc.02 Oct 19
Other IPO Related
Monopar Therapeutics Inc. has postponed its initial public offering citing unfavorable market conditions
HBT Financial, Inc.01 Oct 19
Shares Offered Disclosed
HBT Financial, Inc. disclosed plans to offer 8,300,000 common shares to the public
HBT Financial, Inc.01 Oct 19
Price Range Disclosed
HBT Financial, Inc. set the anticipated price range for its IPO at $17.00 to $19.00 per share
Youdao, Inc.30 Sep 19
Registration Statement Filed
Youdao, Inc. filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Karat Packaging Inc.30 Sep 19
Shares Offered Disclosed
Karat Packaging Inc. disclosed plans to offer 5,000,000 common shares to the public
Karat Packaging Inc.30 Sep 19
Price Range Disclosed
Karat Packaging Inc. set the anticipated price range for its IPO at $7.00 to $9.00 per share

Corporate Governance Reports

Top Takeover Defense Changes of 2018 - 01/14/2019

A review of Deal Point Data defense change and disclosure data for S&P 1500 companies in 2018 yields a few observations including governance best practices adopted by large cap companies continuing to trickle down to smaller companies, companies of all sizes are concerned with stockholder lawsuits, and absent traditional structural defenses, large cap companies are focusing on bylaw language, with very limited participation by stockholders. Read more

Votes to Ratify Poison Pills Have Become Routine as Plans Evolve - 12/19/2018

It’s hard to believe that the votes associated with what was once the most controversial item in the corporate governance landscape have become downright routine. Since January 1, 2017, 74 out of the 75 company proposals to approve a poison pill (aka a shareholder rights plan) passed and the lone proposal that was voted down comes with an asterisk because it was not a typical vote. Read more

Peak Proxy Access Nomination Season - 10/31/2018

Governance activists waged a hard-fought battle to establish proxy access at public companies and ultimately succeeded as proxy access has been widely adopted. It is therefore rather surprising that we have yet to have a proxy access nomination go to an actual vote. If it is going to happen in the 2019 proxy season, we’re likely to know soon as we’ve entered the part of the calendar where proxy access notice windows are opening. Read more

Securities Offerings

IPOs - Record Unicorn Issuance

The first half of 2019 saw the début of 83 companies listing on U.S. stock exchanges through initial public offerings. The companies raised $34.3 billion a 9.4% decrease over the first six months of 2018. These statistics exclude Special Purpose Acquisition companies. Included in this cohort where 10 “Unicorns”, private companies, such as Uber, with pre-IPO valuations of at least one billion. According to Deal Point Data, this is the most Unicorn issues since IPO records began in 1980. Morgan Stanley topped the Deal Point Data U.S. IPO underwriting league table for the first half of 2019. Cooley was the number one ranked legal counsel to issuers while Davis Polk was the leading counsel to underwriters.

High-Yield Bonds

The dollar value of new issues of SEC registered high-yield bonds fell by 46.8% to $16.2 billion during the first six months of 2019 on a year-over-year basis. On a sequential basis, the dollar value increased by 62.6% compared to the dismal second half of 2018..