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Mergers IPOs

Mergers & Acquisitions

Increasing Prevalence and Size of SPAC IPOs

The increased prevalence of initial public offerings by special purpose acquisition companies (SPACs) has been one of the most notable trends in IPOs in the last few years. SPACs are blank check companies formed for the purpose of merging with another company following the IPO. Read more

Observations on Recent Poison Pill Activity

As a follow up to our recent note regarding companies increasing use of poison pills to guard against opportunist acquirers and activist investors as a result of the coronavirus pandemic (Corporate America's Medicine Against Coronavirus) here are some additional observations: Read more

Coronavirus Pandemic's Impact on Stock Swap Valuations

Target companies in agreed fixed exchange stock swap transactions have seen the value of the acquirer's shares they are to receive as consideration in the transaction decrease, in some cases significantly, as the coronavirus pandemic continues to impact stock prices. Read more

Corporate America's Medicine Against Coronavirus

Faced with myriad problems caused by the coronavirus pandemic, including significantly depressed stock prices and the ensuing threat of shareholder activism and hostile takeovers, corporate America is turning to an old standby - poison pills. Read more

Coronavirus Impact on M&A Agreement Drafting

Given the uncertainty and rising public health concerns around the coronavirus (COVID-19), Deal Point Data decided to take a look at how practitioners are drafting the material adverse change (MAC) definitions in recently announced transactions. Specifically, we wanted to see whether the target MAC definition included a carveout related to the coronavirus and similar concepts. The inclusion of specific carveouts protects the target in the event that the acquirer attempts to terminate the transaction based on a material adverse change. Read more

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.

Mednax, Inc13 Jul 20
Settlement/Standstill
DPD Note: The company entered into an agreement with Starboard Value LP ending a proxy fight for control of the Board (Starboard will withdraw its eight-person director slate). Under the agreement, the company appointed five new directors to replace five current directors (three of the new directors had been included in Starboard's slate). In the agreement, the company also confirmed that concurrently with the execution of the Agreement, the company's CEO has retired. The agreement also includes voting and standstill provisions. (8-K )
Affimed N.V.10 Jul 20
Discloses AGM Date
• Press release: Affimed Announces Annual General Meeting of Shareholders (Press Release )
Amyris, Inc.10 Jul 20
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 05/29/2020 (S-8 )
Leaf Group Ltd.10 Jul 20
Update:Governance/Defense Controversy/Criticism on 06/30/2020
• Press release: Investor Group Issues Letter Regarding Recent Conversation with "Independent Committee" of the Board of Leaf Group (Press Release )
Stoke Therapeutics, Inc.10 Jul 20
Governing Documents Filing (Restated Only)
• Exhibit: Bylaws Amended/Restated Effective 07/09/2020 (S-3 )
Tesla, Inc.10 Jul 20
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The company announced that its previously postponed 2020 annual meeting will be held on September 22, 2020 and provided a new deadline of July 20, 2020 for 14a-8 proposals. (Press Release )
One Liberty Properties, Inc.09 Jul 20
Governing Documents Filing (Change)
DPD Note: The company refiled its restated charter "to reflect ministerial changes". The only change identified by Deal Point Data was to Article SIXTH (the names of those currently serving as directors). (8-K/A )
VolitionRx Limited09 Jul 20
Governance/Defense Controversy/Criticism
DPD Note: Cotterford Co. Ltd. press release contains a letter to the Board citing the vote results of the company's 2020 annual meeting which it believes serves a sign of a frustrated stockholder base. At the meeting, stockholders rejected company proposals to adopt several defenses, voted against both compensation related proposals, and a majority of the votes cast were withheld from one company directors up for election. (SC 13D/A )
Electronic Arts Inc.08 Jul 20
Governance/Defense Controversy/Criticism
DPD Note: CtW Investment Group notice of exempt solicitation filing urging fellow stockholders to vote against the approval of the company's "Say on Pay" proposal at the August 2020 annual meeting. (PX14A6G )
SFL Corporation Ltd.08 Jul 20
Discloses AGM Date
• Press release: SFL - Notice of Annual General Meeting 2020 (Press Release )
Yelp Inc.08 Jul 20
Governing Documents Filing (Refiling)
• Exhibit: Charter Amended/Restated Effective 09/23/2016 (8-K )
Party City Holdco Inc.07 Jul 20
Governance/Defense Controversy/Criticism
DPD Note: At the company's June 11, 2020 annual meeting (which had been adjourned to July 2, 2020), a majority of the votes cast were withheld from one of the ten company directors up for election at the meeting. Morry J. Weiss was elected under the company's plurality vote standard (votes withheld had no effect on the election). (8-K )
Synalloy Corporation07 Jul 20
Update:Proxy Fight Director Nomination on 03/18/2020
DPD Note: Final vote results for June 30, 2020 annual meeting include the election of three out of five of the Privet Fund Management LLC and UPG Enterprises LLC director nominees. Five company directors were elected. (8-K )
Credit Acceptance Corporation06 Jul 20
Governing Documents Filing (Change)
• Exhibit: Bylaws Amendment Effective 02/24/2005 (8-K )
Credit Acceptance Corporation06 Jul 20
Governing Documents Filing (Refiling)
• Exhibit: Bylaws Amended/Restated (8-K )
Credit Acceptance Corporation06 Jul 20
Governing Documents Filing (Refiling)
• Exhibit: Bylaws Amendment Effective 06/06/2003 (8-K )
Crown Castle International Corp.06 Jul 20
Governance/Defense Controversy/Criticism
DPD Note: Elliott Management Corporation press release containing letter to the Board and link to presentation calling for changes to improve performance and enhance corporate governance. Elliott cited the company's extraordinarily long-tenured Board and the need for better alignment of management incentives. (Press Release )
HC2 Holdings, Inc.06 Jul 20
Update:Settlement/Standstill on 05/14/2020, Update:Settlement/Standstill on 05/14/2020:Settlement/Standstill on 05/14/2020, Update:Settlement/Standstill on 05/14/2020:Settlement/Standstill on 05/14/2020:Settlement/Standstill on 05/14/2020
DPD Note: The company amended the cooperation agreements with MG Capital Management Ltd., Percy Rockdale LLC and Rio Royal LLC. The Board size will be reduced to six and Philip A. Falcone will no longer be included on the slate of directors for election at the 2020 annual meeting. (8-K )
American National Group, Inc.02 Jul 20
Reincorporation
DPD Note: The company completed its holding company reorganization that also included a reincorporation in Delaware from Texas. (8-K12B )
Bloomin' Brands, Inc.02 Jul 20
Update:Settlement/Standstill on 04/09/2020
DPD Note: The company and JANA Partners LLC announced the addition of John P. Gainor, Jr. and Lawrence V. Jackson to the company's Board. In April 2020, the company and JANA entered into a settlement agreement to end a proxy fight under which two new independent directors would be appointed. Mr. Gainor was one of the two candidates originally nominated by JANA. (8-K )
CytRx Corporation02 Jul 20
Proxy Fight Director Nomination
DPD Note: An individual investor named Jerald A. Hammann owning approximately .13% of the outstanding shares filed a preliminary proxy statement disclosing he nominated himself for election to the company's Board and that he intends to solicit proxies. Mr. Hammann's filing came only a few weeks before the July 30, 2020 annual meeting. The company filed its definitive proxy statement for the meeting on June 12, 2020 (which did not mention Mr. Hammann) (PREC14A )
e.l.f. Beauty, Inc.02 Jul 20
Settlement/Standstill
DPD Note: The company entered into a Cooperation Agreement with Marathon Partners ending the proxy fight (Marathon is withdrawing its three-person director slate). The company will increase the size of the Board by one and add a new independent director (Lori Keith). Under the agreement, the company will also make changes to its 2016 Equity Incentive Award Plan and will include say on pay and say when on pay proposals at the 2020 annual meeting. The agreement also includes standstill provisions and voting commitments. (8-K )
eBay Inc.02 Jul 20
Defense Related Stockholder Proposal
DPD Note: Vote results for June 29, 2020 annual meeting include a stockholder proposal to allow stockholders to act by written consent that failed to receive a majority of votes cast and was not approved. (8-K )
Teekay Corporation02 Jul 20
Poison Pill Expiration
DPD Note: On July 1, 2020, the company's stockholder rights plan expired without renewal or replacement. The company did not make any disclosure regarding the expiration. (Deal Point Data Research )
Tribune Publishing Company02 Jul 20
Update:Settlement/Standstill on 12/02/2019
DPD Note: The company amended the Cooperation Agreement with Alden Global Capital, LLC including to extend the standstill and voting commitments which expired on June 30, 2020 until the conclusion of the company's 2021 annual meeting. Under the amended agreement, the Board size will be increased from six to seven members and Alden founding member Randall D. Smith will be appointed to the Board. (8-K )
1Life Healthcare, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
1st Constitution Bancorp01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
1st Source Corporation01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
89bio, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Principles of Corporate Governance (Co. Website )
8x8, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Principles (Co. Website )
A-Mark Precious Metals, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
A. O. Smith Corporation01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
A10 Networks, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
AAR Corp.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Abeona Therapeutics Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Abercrombie & Fitch Co.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
ABM Industries Incorporated01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Principles (Co. Website )
Acacia Communications, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Acacia Research Corporation01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Acadia Realty Trust01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Acceleron Pharma Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
ACCO Brands Corporation01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Principles (Co. Website )
Accuray Incorporated01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Acelrx Pharmaceuticals, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
ACI Worldwide, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Aclaris Therapeutics, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Acorda Therapeutics, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Acuity Brands, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Acushnet Holdings Corp.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Adamas Pharmaceuticals, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Adaptive Biotechnologies Corporation01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Adesto Technologies Corporation01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Adient plc01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
ADT Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Board Governance Principles (Co. Website )
Adtalem Global Education Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Governance Principles (Co. Website )
ADTRAN, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Principles (Co. Website )
Aduro Biotech, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Advanced Disposal Services, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Advanced Drainage Systems, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Advanced Energy Industries, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Governance Guidelines (Co. Website )
Advanced Micro Devices, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Principles of Corporate Governance (Co. Website )
AdvanSix Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Adverum Biotechnologies, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
AECOM01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Aegion Corporation01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Aeglea BioTherapeutics, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Aerojet Rocketdyne Holdings, Inc.01 Jul 20
Corporate Governance Guidelines
• Exhibit: Corporate Governance Guidelines (Co. Website )
Pandion Therapeutics, Inc.13 Jul 20
Shares Offered Disclosed
Pandion Therapeutics, Inc. disclosed plans to offer 5,500,000 common shares to the public
Pandion Therapeutics, Inc.13 Jul 20
Price Range Disclosed
Pandion Therapeutics, Inc. set the anticipated price range for its IPO at $16.00 to $18.00 per share
Berkeley Lights, Inc.13 Jul 20
Shares Offered Disclosed
Berkeley Lights, Inc. disclosed plans to offer 7,400,000 common shares to the public
Berkeley Lights, Inc.13 Jul 20
Price Range Disclosed
Berkeley Lights, Inc. set the anticipated price range for its IPO at $16.00 to $18.00 per share
Kubient, Inc.13 Jul 20
Shares Offered Disclosed
Kubient, Inc. disclosed plans to offer 1,583,334 units to the public with each unit consisting of one share of our common stock and one warrant to purchase one share of our common stock
Kubient, Inc.13 Jul 20
Price Range Disclosed
Kubient, Inc. set the anticipated price range for its IPO at $5.00 to $7.00 per unit
IBEX Limited10 Jul 20
Registration Statement Filed
IBEX Limited filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
NewHold Investment Corp.10 Jul 20
Shares Offered Disclosed
NewHold Investment Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
NewHold Investment Corp.10 Jul 20
Shares Offered Disclosed
NewHold Investment Corp. disclosed plans to offer 15,000,000 units, with each unit consisting of one share of our Class A common stock and one-half of one redeemable warrant
NewHold Investment Corp.10 Jul 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.55 per share (a gross spread of 5.5%) and a total of $8.25 mil for underwriting NewHold Investment Corp.'s IPO
NewHold Investment Corp.10 Jul 20
Other IPO Related
NewHold Investment Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Vistas Media Acquisition Company Inc.10 Jul 20
Registration Statement Filed
Vistas Media Acquisition Company Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Vistas Media Acquisition Company Inc.10 Jul 20
Shares Offered Disclosed
Vistas Media Acquisition Company Inc. disclosed plans to offer 10,000,000 units, with each unit consisting of one Class A common share and three-quarters of one redeemable warrant
Vistas Media Acquisition Company Inc.10 Jul 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.175 per share (a gross spread of 1.75%) and a total of $1.75 mil for underwriting Vistas Media Acquisition Company Inc.'s IPO
Vistas Media Acquisition Company Inc.10 Jul 20
Other IPO Related
Vistas Media Acquisition Company Inc. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Oak Street Health, Inc.10 Jul 20
Registration Statement Filed
Oak Street Health, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Li Auto Inc.10 Jul 20
Registration Statement Filed
Li Auto Inc. filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Baosheng Media Group Holdings Limited10 Jul 20
Registration Statement Filed
Baosheng Media Group Holdings Limited filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Baosheng Media Group Holdings Limited10 Jul 20
Shares Offered Disclosed
Baosheng Media Group Holdings Limited disclosed plans to offer 5,000,000 ordinary shares to the public
Baosheng Media Group Holdings Limited10 Jul 20
Price Range Disclosed
Baosheng Media Group Holdings Limited set the anticipated price range for its IPO at $5.00 to $6.00 per share
Moving iMage Technologies, Inc.10 Jul 20
Shares Offered Increased
Moving iMage Technologies, Inc. increased the number of common shares to be offered to 3,500,000 from 2,300,000 shares
Moving iMage Technologies, Inc.10 Jul 20
Price Range Decreased
Moving iMage Technologies, Inc. decreased the anticipated price range for its IPO to $3.00 per share from $4.00 to $4.50 per share
Rackspace Technology, Inc.10 Jul 20
Registration Statement Filed
Rackspace Technology, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
nCino, Inc.10 Jul 20
Price Range Increased
nCino, Inc. increased the anticipated price range for its IPO to $28.00 to $29.00 per share from $22.00 to $24.00 per share
Quhuo Limited09 Jul 20
Registration Statement Declared Effective
Quhuo Limited's registration statement was declared effective by the Securities and Exchange Commission (SEC)
Quhuo Limited09 Jul 20
Shares Offered Increased
Quhuo Limited increased the number of Amercian Depositary Shares to be offered to 3,300,000 ADS from 2,700,000 ADS
Nkarta, Inc.09 Jul 20
Shares Offered Increased
Nkarta, Inc. increased the number of common shares to be offered to 13,000,000 from 10,000,000 shares
Nkarta, Inc.09 Jul 20
Price Range Increased
Nkarta, Inc. increased the anticipated price range for its IPO to $16.00 to $17.00 per share from $14.00 to $16.00 per share
Nkarta, Inc.09 Jul 20
Registration Statement Filed
Nkarta, Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Nkarta, Inc.09 Jul 20
Shares Offered Increased
Nkarta, Inc. increased the number of common shares to be offered to 14,000,000 from 14,000,000 shares
Poseida Therapeutics, Inc.09 Jul 20
Shares Offered Increased
Poseida Therapeutics, Inc. increased the number of common shares to be offered to 14,000,000 from 10,000,000 shares
Poseida Therapeutics, Inc.09 Jul 20
Price Range Increased
Poseida Therapeutics, Inc. set the anticipated price range for its IPO at $16.00 per share
Poseida Therapeutics, Inc.09 Jul 20
Registration Statement Filed
Poseida Therapeutics, Inc. registration statement was declared effective by the Securities and Exchange Commission (SEC)
Inventiva S.A.09 Jul 20
Registration Statement Declared Effective
Inventiva S.A.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Therapeutics Acquisition Corp.09 Jul 20
Shares Offered Increased
Therapeutics Acquisition Corp. increased the number of Class A common shares to be offered to 11,800,000 from 10,000,000 shares
Vision Marine Technologies Inc.09 Jul 20
Registration Statement Filed
Vision Marine Technologies Inc. filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Vital Farms, Inc.09 Jul 20
Registration Statement Filed
Vital Farms, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Relay Therapeutics, Inc.09 Jul 20
Shares Offered Disclosed
Relay Therapeutics, Inc. disclosed plans to offer 14,700,000 common shares to the public
Relay Therapeutics, Inc.09 Jul 20
Price Range Disclosed
Relay Therapeutics, Inc. set the anticipated price range for its IPO at $14.00 to $16.00 per share
Trean Insurance Group, Inc.09 Jul 20
Shares Offered Disclosed
Trean Insurance Group, Inc. disclosed plans to offer 7,142,857 common shares to the public with the selling shareholders offering all 3,571,429 shares and the company not selling any shares
Trean Insurance Group, Inc.09 Jul 20
Price Range Disclosed
Trean Insurance Group, Inc. set the anticipated price range for its IPO at $13.00 to $15.00 per share
Inventiva S.A.08 Jul 20
Price Range Disclosed
Inventiva S.A. set the anticipated price range for its IPO at $13.40 to $15.40 per American Depositary Share
BlueCity Holdings Limited08 Jul 20
Underwriting Discount Disclosed
The underwriters received a discount of $1.12 per share (a gross spread of 7%) and a total of $5.936 mil for underwriting BlueCity Holdings Limited's IPO
BlueCity Holdings Limited08 Jul 20
IPO Price Disclosed
BlueCity Holdings Limited set the price of its initial public offering of 5,300,000 American Depositary Shares at $16.00 per share, which was within the $15.00 to $17.00 price range, for gross proceeds of $84.8 mil
GoHealth, Inc.08 Jul 20
Shares Offered Disclosed
GoHealth, Inc. disclosed plans to offer 39,500,000 Class A common shares to the public
GoHealth, Inc.08 Jul 20
Price Range Disclosed
GoHealth, Inc. set the anticipated price range for its IPO at $18.00 to $20.00 per share
Therapeutics Acquisition Corp.07 Jul 20
Registration Statement Declared Effective
Therapeutics Acquisition Corp.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
BlueCity Holdings Limited07 Jul 20
Registration Statement Declared Effective
BlueCity Holdings Limited registration statement was declared effective by the Securities and Exchange Commission (SEC)
Rocket Companies, Inc.07 Jul 20
Registration Statement Filed
Rocket Companies, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
ACE Convergence Acquisition Corp.06 Jul 20
Registration Statement Filed
ACE Convergence Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
ACE Convergence Acquisition Corp.06 Jul 20
Shares Offered Disclosed
ACE Convergence Acquisition Corp. disclosed plans to offer 20,000,000 units, with each unit consisting of one Class A ordinary share and one-half of one redeemable warrant
ACE Convergence Acquisition Corp.06 Jul 20
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 ACE Convergence Acquisition Corp.'s IPO
ACE Convergence Acquisition Corp.06 Jul 20
Other IPO Related
ACE Convergence Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Poseida Therapeutics, Inc.06 Jul 20
Shares Offered Disclosed
Poseida Therapeutics, Inc. disclosed plans to offer 10,000,000 common shares to the public
Poseida Therapeutics, Inc.06 Jul 20
Price Range Disclosed
Poseida Therapeutics, Inc. set the anticipated price range for its IPO at $14.00 to $16.00 per share
Inventiva S.A.06 Jul 20
Shares Offered Disclosed
Inventiva S.A. disclosed plans to offer 7,478,261 American Depositary Shares (ADS) with each ADS representing one ordinary share
nCino, Inc.06 Jul 20
Shares Offered Disclosed
nCino, Inc. disclosed plans to offer 7,625,000 common shares to the public
nCino, Inc.06 Jul 20
Price Range Disclosed
nCino, Inc. set the anticipated price range for its IPO at $22.00 to $24.00 per share
AlloVir, Inc.06 Jul 20
Registration Statement Filed
AlloVir, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Capstar Special Purpose Acquisition Corp.06 Jul 20
Shares Offered Increased
Capstar Special Purpose Acquisition Corp. increased the number of units to be offered to 24,000,000 units from 20,000,000 units
Vasta Platform Limited06 Jul 20
Registration Statement Filed
Vasta Platform Limited filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Kubient, Inc.02 Jul 20
Registration Statement Filed
Kubient, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Property Solutions Acquisition Corp.02 Jul 20
Registration Statement Filed
Property Solutions Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Property Solutions Acquisition Corp.02 Jul 20
Shares Offered Disclosed
Property Solutions Acquisition Corp. disclosed plans to offer 20,000,000 units, with each unit consisting of one share of common stock and one warrant
Property Solutions Acquisition Corp.02 Jul 20
Shares Offered Increased
The underwriters received a discount of $0.20 per share (a gross spread of 2%) and a total of $4 mil for underwriting Property Solutions Acquisition Corp.'s IPO
Property Solutions Acquisition Corp.02 Jul 20
Other IPO Related
Property Solutions Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Nkarta, Inc.02 Jul 20
Shares Offered Disclosed
Nkarta, Inc. disclosed plans to offer 10,000,000 common shares to the public
Nkarta, Inc.02 Jul 20
Price Range Disclosed
Nkarta, Inc. set the anticipated price range for its IPO at $14.00 to $16.00 per share
Accolade, Inc.02 Jul 20
Shares Offered Increased
Accolade, Inc. increased the number of common shares to be offered to 10,022,726 from 8,750,000 shares
Accolade, Inc.02 Jul 20
Underwriting Discount Disclosed
The underwriters received a discount of $1.54 per share (a gross spread of 7%) and a total of $15.4 mil for underwriting Accolade, Inc.'s IPO
Accolade, Inc.02 Jul 20
IPO Price Disclosed
Accolade, Inc. set the price of its initial public offering of 10,022,726 shares at $22.00 per share, which is 4.8% above the high end of its $19.00 to $21.00 price range, for gross proceeds of $220.5 mil
Dun & Bradstreet Holdings, Inc.02 Jul 20
Shares Offered Increased
Dun & Bradstreet Holdings, Inc. increased the number of common shares to be offered to 78,302,272 from 65,750,000 shares
Dun & Bradstreet Holdings, Inc.02 Jul 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.99 per share (a gross spread of 4.5%) and a total of $77.5 mil for underwriting Dun & Bradstreet Holdings, Inc.'s IPO
Dun & Bradstreet Holdings, Inc.02 Jul 20
IPO Price Disclosed
Dun & Bradstreet Holdings, Inc. set the price of its initial public offering of 78,302,272 shares at $22.00 per share, which is 4.8% above the high end of its $19.00 to $21.00 price range, for gross proceeds of $1.72 bil
Annexon, Inc.02 Jul 20
Registration Statement Filed
Annexon, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
East Resources Acquisition Company02 Jul 20
Registration Statement Filed
East Resources Acquisition Company filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
East Resources Acquisition Company02 Jul 20
Shares Offered Disclosed
East Resources Acquisition Company disclosed plans to offer 30,000,000 units, with each unit consisting of one share of Class A ordinary stock and one-half of one warrant
East Resources Acquisition Company02 Jul 20
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 East Resources Acquisition Company's IPO
East Resources Acquisition Company02 Jul 20
Other IPO Related
East Resources Acquisition Company disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
PaxMedica, Inc.02 Jul 20
Registration Statement Filed
PaxMedica, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
CN Energy Group, Inc.02 Jul 20
Registration Statement Filed
CN Energy Group, Inc. filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
CN Energy Group, Inc.02 Jul 20
Shares Offered Disclosed
CN Energy Group, Inc. disclosed plans to offer 5,000,000 ordinary shares to the public
CN Energy Group, Inc.02 Jul 20
Price Range Disclosed
CN Energy Group, Inc. set the anticipated price range for its IPO at $4.00 to $5.00 per share
Vertex, Inc.02 Jul 20
Registration Statement Filed
Vertex, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Inozyme Pharma, Inc.02 Jul 20
Registration Statement Filed
Inozyme Pharma, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Nurix Therapeutics, Inc.02 Jul 20
Registration Statement Filed
Nurix Therapeutics, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Lemonade, Inc.02 Jul 20
Underwriting Discount Disclosed
The underwriters received a discount of $2.03 per share (a gross spread of 7%) and a total of $22.33 mil for underwriting Lemonade, Inc.'s IPO
Lemonade, Inc.02 Jul 20
IPO Price Disclosed
Lemonade, Inc. set the price of its initial public offering of 11,000,000 shares at $29.00 per share, which is 3.6% above the high end of its increased $26.00 to $28.00 price range, for gross proceeds of $319 mil
Ascendant Digital Acquisition Corp.02 Jul 20
Registration Statement Filed
Ascendant Digital Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Ascendant Digital Acquisition Corp.02 Jul 20
Shares Offered Disclosed
Ascendant Digital Acquisition Corp. disclosed plans to offer 30,000,000 units, with each unit consisting of one share of Class A ordinary stock and one-half of one redeemable warrant
Ascendant Digital Acquisition Corp.02 Jul 20
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 Ascendant Digital Acquisition Corp.'s IPO
Ascendant Digital Acquisition Corp.02 Jul 20
Other IPO Related
Ascendant Digital Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
BlueCity Holdings Limited01 Jul 20
Shares Offered Disclosed
BlueCity Holdings Limited disclosed plans to offer 5,300,000 American Depositary Shares (ADS) with each two ADS representing one Class A ordinary share
BlueCity Holdings Limited01 Jul 20
Price Range Disclosed
BlueCity Holdings Limited set the anticipated price range for its IPO at $15.00 to $17.00 per American Depositary Share
Accolade, Inc.01 Jul 20
Registration Statement Declared Effective
Accolade, Inc. registration statement was declared effective by the Securities and Exchange Commission (SEC)
Aditx Therapeutics, Inc.01 Jul 20
Shares Offered Decreased
Aditx Therapeutics, Inc. decreased the number of units to be offered to 1,226,668 units from 1,333,334 units
Aditx Therapeutics, Inc.01 Jul 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.72 per unit (a gross spread of 8%) and a total of $883,201 for underwriting Aditx Therapeutics, Inc.'s IPO
Aditx Therapeutics, Inc.01 Jul 20
IPO Price Disclosed
Aditx Therapeutics, Inc. set the price of its initial public offering of 1,226,668 units at $9.00 per share
Capstar Special Purpose Acquisition Corp.01 Jul 20
Registration Statement Declared Effective
Capstar Special Purpose Acquisition Corp.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Lemonade, Inc.01 Jul 20
Price Range Increased
Lemonade, Inc. increased the anticipated price range for its IPO to $26.00 to $28.00 per share from $23.00 to $26.00 per share
Top Takeover Defense Changes of 2019 - 01/14/2020

Deal Point Data continuously tracks changes to corporate charters and bylaws for key governance and takeover defense changes. With much of the conversation surrounding corporate governance shifting away from shareholder rights to social and environmental issues, the volume of defense changes and updates to governing documents in general declined for companies of all sizes for a second year in a row. Read more

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

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..