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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

HP Inc.23 Jan 20
Proxy Fight Director Nomination
DPD Note: Xerox Holdings Corporation announced it provided notice that it intends to nominate a full slate of 11 independent candidates to replace the company's Board at the 2020 annual meeting in support of its hostile offer to acquire the company. (Press Release )
HP Inc.23 Jan 20
Update:Proxy Fight Director Nomination on 01/23/2020
• Press release: HP Issues Statement Regarding Director Nominations from Xerox (Press Release )
Sunnova Energy International Inc.23 Jan 20
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The company disclosed the 2020 annual meeting date and the deadlines to submit 14a-8 proposals, non-14a-8 proposals, and nominations. This is the company's first annual meeting as a public company after its July 2019 IPO. (8-K )
FMC Corporation22 Jan 20
Discloses AGM Date
• Press release: FMC Corporation Announces Date of 2020 Annual Meeting of Stockholders (Press Release )
CSS Industries, Inc.21 Jan 20
Poison Pill Amendment
DPD Note: Exempt merger agreement under which a subsidiary of IG Design Group plc will acquire the company; Expiration date amended to include effective time of merger (8-K )
Evergy, Inc.21 Jan 20
Governance/Defense Controversy/Criticism
DPD Note: Elliott Management issued a press release containing a letter to the company's Board detailing alternative paths the company could follow to enhance stockholder value that would benefit other stakeholders and strengthen corporate governance. Elliott disclosed that it sought to engage the company privately but made its views public after the company made defensive changes to its governance following Elliott's outreach. (Press Release )
Newpark Resources, Inc.21 Jan 20
Discloses AGM Date
• Press release: Newpark Resources Sets 2020 Annual Meeting Date (Press Release )
P&F Industries, Inc.21 Jan 20
Governance/Defense Controversy/Criticism
DPD Note: Activist investor Lawndale Capital Management, LLC filed an amended 13D calling on company to increase stock repurchases and/or dividends and adopt "Best Practices" in corporate governance including minimum share ownership requirements for directors and management, eliminate the classified board, adopt a majority vote standard in director elections, and enhancing shareholders' right to call special meetings. (SC 13D/A )
Catalyst Biosciences, Inc.17 Jan 20
Settlement/Standstill
DPD Note: The company entered into a Cooperation Agreement with CCUR Holdings, Inc. and JDS1, LLC (the "investors") under which two new independent directors will be added to the company's Board. Two current directors will not stand for re-election to the Board at the company's 2020 annual meeting. The agreement also includes customary standstill provisions and voting commitments. The investors own approximately 7.7% of the company's outstanding shares. In July 2019, the investors publicly disclosed a letter to the company's Board critical of the company's underperformance and called for steps to be taken to maximize shareholder value and improve corporate governance including adding shareholder representation on the Board. The letter also criticized the company's staggered Board, plurality vote standard to elect directors, and a lack of diversity in the Board. (8-K )
Pieris Pharmaceuticals, Inc.17 Jan 20
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The company announced it will hold its 2020 annual meeting on June 23, 2020 which is more than 30 days earlier than the anniversary of the company's 2019 annual meeting held on July 31, 2019 triggering the alternative timing provision in the company's advance notice bylaws. The company disclosed a new submission window of no earlier than February 24, 2020 and no later than March 25, 2020 for non-14a-8 proposals and nominations. (8-K )
AquaBounty Technologies, Inc.15 Jan 20
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 05/03/2018 (S-1 )
TEGNA, Inc.15 Jan 20
Proxy Fight Director Nomination
DPD Note: Standard General L.P. disclosed that it submitted formal notice nominating a four-person slate for election to the company's Board at the company's 2020 annual meeting. (SC 13D/A )
TEGNA, Inc.15 Jan 20
Update:Proxy Fight Director Nomination on 01/15/2020
• Press release: TEGNA Comments on Standard General's Nomination of Directors (Press Release )
USA Technologies, Inc.15 Jan 20
Update:Proxy Fight Director Nomination on 10/14/2019
DPD Note: Hudson Executive Capital provided any update on its proxy solicitation to elect its own slate of directors at the company's April 30, 2020 annual meeting. (Press Release )
Community Bankers Trust Corporation13 Jan 20
Governance/Defense Controversy/Criticism
DPD Note: Driver Management Company LLC issued a press release containing a letter to shareholders calling on the company to initiate a sale process and accusing the Board of being overly-deferential to a CEO whose interests appear to conflict with those of shareholders. (Press Release )
GCP Applied Technologies Inc.13 Jan 20
Proxy Fight Director Nomination
DPD Note: Starboard Value disclosed it nominated a nine-person slate for election to the company's Board at the 2020 annual meeting. Starboard Value previously entered into a settlement agreement with the company in March 2019 that included the appointment of two new independent directors. Starboard addressed the previous settlement in its 2020 Board control proxy fight announcement "Although we were pleased to reach agreement on the appointment of two new independent and highly-qualified director candidates last year, it is clear now that those appointments have not created enough change to address these very serious issues." (SC 13D/A )
GCP Applied Technologies Inc.13 Jan 20
Update:Proxy Fight Director Nomination on 01/13/2020
• Press release: GCP Applied Technologies Issues Statement in Response to Starboard Nominations (Press Release )
IAA, Inc.13 Jan 20
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The company disclosed the meeting date and advance notice deadlines for proposals and nominations for the 2020 annual meeting. This is the company's first annual meeting as a public company after it was spun-off from KAR Auction Services, Inc. in June 2019. (8-K )
Ampio Pharmaceuticals, Inc.08 Jan 20
Governing Documents Filing (Refiling)
• Exhibit: Charter Amended/Restated Effective 03/24/2010 (S-8 )
Ampio Pharmaceuticals, Inc.08 Jan 20
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 03/25/2010 (S-8 )
Ampio Pharmaceuticals, Inc.08 Jan 20
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 09/25/2017 (S-8 )
Ampio Pharmaceuticals, Inc.08 Jan 20
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 12/17/2019 (S-8 )
Natural Health Trends Corp.08 Jan 20
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The 2020 annual meeting has been scheduled for May 14, 2020 which is more than 30 days before the anniversary of the 2019 annual meeting held on June 19, 2019 triggering a new deadline under Rule 14a-8. The company disclosed a new deadline of January 18, 2020 for 14a-8 proposals. (8-K )
AptarGroup, Inc.02 Jan 20
Discloses AGM Date
• Press release: Aptar Announces Quarterly Conference Call and Annual Meeting Information (Press Release )
Argo Group International Holdings, Ltd.02 Jan 20
Settlement/Standstill
DPD Note: The company entered into a cooperation agreement with Voce Capital Management LLC ending a proxy fight (Voce Capital will withdraw its solicitation of consents to authorize the requisition of a special general meeting of shareholders and its notice to present proposals to remove and replace directors at the special meeting). Under the agreement, the company will appoint one new independent director as reasonably practicable after January 1, 2020 and Voce Capital will work with the company's Nominating and Corporate Governance Committee to identify and evaluate two new independent director candidates to stand for election at the company's 2020 annual meeting. The agreement also includes customary standstill provisions. (8-K )
Cohen & Company Inc.02 Jan 20
Poison Pill Expiration
DPD Note: On December 31, 2019, 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 )
Diversified Healthcare Trust02 Jan 20
Governing Documents Filing (Restated Only)
• Exhibit: Charter Amended/Restated Effective 01/01/2020 (8-K )
Espey Mfg. & Electronics Corp.02 Jan 20
Poison Pill Expiration
DPD Note: On December 31, 2019, the company's stockholder rights plan expired without renewal or replacement. The company did not initially make any disclosure regarding the expiration. On January 6, 2020, the company filed an 8-K disclosing the expiration of the rights plan. (Deal Point Data Research )
Immersion Corporation31 Dec 19
Proxy Fight Director Nomination
DPD Note: VIEX Capital Advisors, LLC provided formal notice it nominated five candidates for election to the Board at the company's 2020 annual meeting. VIEX Capital Advisors nominated its own director slate at the company's 2018 annual meeting but withdrew the nominees when it entered into a settlement with the company. VIEX Capital Advisors also previously disclosed it voted against certain company directors at the 2019 annual meeting. (SC 13D/A )
Wheeler Real Estate Investment Trust, Inc.31 Dec 19
Update:Proxy Fight Director Nomination on 04/15/2019
DPD Note: Final vote results for December 19, 2019 annual meeting include the election of Stilwell Group's three director nominees. (8-K/A )
Red Robin Gourmet Burgers, Inc.30 Dec 19
Governance/Defense Controversy/Criticism
DPD Note: VIEX Capital Advisors LLC filed an initial 13D reporting ownership of 6.7% of the company's shares and also disclosed that it is concerned with the company's decision to adopt a poison pill and hire expensive defense counsel following its rejection of an unsolicited acquisition offer without detailing a plan forward to operate as a standalone company. VIEX Capital Advisors also wants to raise its stake above 10% and plans to engage in further discussions with the Board to obtain a waiver to the poison pill. (SC 13D )
Communications Systems, Inc.24 Dec 19
Poison Pill Expiration
DPD Note: On December 23, 2019, 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 )
Photronics, Inc.23 Dec 19
Governing Documents Filing (Refiling)
• Exhibit: Charter Amended/Restated Effective 02/24/1969 (10-K )
Photronics, Inc.23 Dec 19
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 07/09/1986 (10-K )
Photronics, Inc.23 Dec 19
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 04/09/1990 (10-K )
Photronics, Inc.23 Dec 19
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 03/16/1995 (10-K )
Photronics, Inc.23 Dec 19
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 04/15/2002 (10-K )
Photronics, Inc.23 Dec 19
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 11/13/1997 (10-K )
Photronics, Inc.23 Dec 19
Governing Documents Filing (Refiling)
• Exhibit: Charter Amendment Effective 06/20/2005 (10-K )
Rocky Mountain Chocolate Factory, Inc.23 Dec 19
Poison Pill Amendment
DPD Note: Farids & Co, Inc. made exempt up to 20% as long as it owns at least 10% and is not a 13D filer (granted as part of a Strategic Alliance with Farids affiliate Edible Arrangements which includes the issuance of warrants to purchase company common stock) (8-K )
Verso Corporation23 Dec 19
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The company announced the January 21, 2020 annual meeting has been rescheduled to January 31, 2020 and as a result the previously closed window to submit proposals and nominations has been reopened. The deadline to submit proposals and nominations has been extended to January 2, 2020. (DEFA14A )
Verso Corporation23 Dec 19
Update:Proxy Fight Director Nomination on 09/20/2019
• Press release: ATLAS AND BLUE WOLF COMMENT ON VERSO BOARD'S SECOND POSTPONEMENT OF ANNUAL MEETING TO ELECT DIRECTORS (Press Release )
Wayside Technology Group, Inc.23 Dec 19
Proxy Fight Director Nomination
DPD Note: Former company Chairman and CEO Simon F. Nynens together with Shepherd Kaplan Krochuk, LLC (SKK) delivered notice it was nominating a four-person slate for election at the company's 2020 annual meeting. SKK previously submitted an unsolicited offer to acquire the company. (SC 13D/A )
Livent Corporation20 Dec 19
Discloses AGM Date
• Press release: Livent Announces Date of 2020 Annual Meeting of Stockholders (Press Release )

IPO Activity

CITIC Capital Acquisition Corp.22 Jan 20
Registration Statement Filed
CITIC Capital Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
CITIC Capital Acquisition Corp.22 Jan 20
Shares Offered Disclosed
CITIC Capital Acquisition Corp. disclosed plans to offer 20,000,000 units, with each unit consisting of one share of Class A ordinary share and one-half of one redeemable warrant
CITIC Capital Acquisition Corp.22 Jan 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 CITIC Capital Acquisition Corp.'s IPO
CITIC Capital Acquisition Corp.22 Jan 20
Other IPO Related
CITIC Capital Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
UTXO Acquisition Inc.21 Jan 20
Registration Statement Filed
UTXO Acquisition Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
UTXO Acquisition Inc.21 Jan 20
Shares Offered Disclosed
UTXO Acquisition Inc. disclosed plans to offer 5,000,000 units, with each unit consisting of one share of Class A common stock and one-half of one redeemable warrant
UTXO Acquisition Inc.21 Jan 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.55 per share (a gross spread of 5.5%) and a total of $2.75 mil for underwriting UTXO Acquisition Inc.'s IPO
UTXO Acquisition Inc.21 Jan 20
Other IPO Related
UTXO Acquisition Inc. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Goxus Inc.21 Jan 20
Registration Statement Filed
Goxus, Inc. filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Goxus Inc.21 Jan 20
Shares Offered Disclosed
Goxus, Inc. disclosed plans to offer 1,500,000 ordinary shares to the public
Goxus Inc.21 Jan 20
Price Range Disclosed
Goxus, Inc. set the anticipated price range for its IPO at $8.00 to $10.00 per share
I-MAB21 Jan 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.98 per share (a gross spread of 7%) and a total of $7.3 mil for underwriting I-MAB's IPO
I-MAB21 Jan 20
IPO Price Disclosed
I-MAB set the price of its initial public offering of 7,407,400 American Depositary Shares at $14.00 per share, which was within the $12.00 to $15.00 price range, for gross proceeds of $104 mil
Arcutis Biotherapeutics, Inc.21 Jan 20
Shares Offered Disclosed
Arcutis Biotherapeutics, Inc. disclosed plans to offer 7,812,500 common shares to the public
Arcutis Biotherapeutics, Inc.21 Jan 20
Price Range Disclosed
Arcutis Biotherapeutics, Inc. set the anticipated price range for its IPO at $15.00 to $17.00 per share
Black Diamond Therapeutics, Inc.21 Jan 20
Shares Offered Disclosed
Black Diamond Therapeutics, Inc. disclosed plans to offer 8,900,000 common shares to the public
Black Diamond Therapeutics, Inc.21 Jan 20
Price Range Disclosed
Black Diamond Therapeutics, Inc. set the anticipated price range for its IPO at $16.00 to $18.00 per share
1Life Healthcare, Inc.21 Jan 20
Shares Offered Disclosed
1Life Healthcare, Inc. disclosed plans to offer 17,500,000 common shares to the public
1Life Healthcare, Inc.21 Jan 20
Price Range Disclosed
1Life Healthcare, Inc. set the anticipated price range for its IPO at $14.00 to $16.00 per share
Reynolds Consumer Products Inc.21 Jan 20
Shares Offered Disclosed
Reynolds Consumer Products Inc. disclosed plans to offer 47,170,000 common shares to the public
Reynolds Consumer Products Inc.21 Jan 20
Price Range Disclosed
Reynolds Consumer Products Inc. set the anticipated price range for its IPO at $25.00 to $28.00 per share
Velocity Financial, Inc.17 Jan 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.91 per share (a gross spread of 6.6%) and a total of $6.6 mil for underwriting Velocity Financial, Inc.'s IPO
Velocity Financial, Inc.17 Jan 20
IPO Price Disclosed
Velocity Financial, Inc. set the price of its initial public offering of 7,250,000 shares at $13.00 per share, which is 7.14% below the low end of its $14.00 to $16.00 price range, for gross proceeds of $94.25 mil
Lizhi Inc.17 Jan 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.88 per share (a gross spread of 8%) and a total of $3.6 mil for underwriting Lizhi Inc.'s IPO
Lizhi Inc.17 Jan 20
IPO Price Disclosed
Lizhi Inc. set the price of its initial public offering of 4,100,000 shares at $11.00 per share, which was within the $11.00 to $13.00 price range, for gross proceeds of $45.1 mil
Phoenix Tree Holdings Limited17 Jan 20
Shares Offered Decreased
Phoenix Tree Holdings Limited decreased the number of American Depositary Shares to be offered to 9,600,000 shares from 10,600,000 ADSs
Phoenix Tree Holdings Limited17 Jan 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.945 per share (a gross spread of 7%) and a total of $9 mil for underwriting Phoenix Tree Holdings Limited's IPO
Phoenix Tree Holdings Limited17 Jan 20
IPO Price Disclosed
Phoenix Tree Holdings Limited set the price of its downsized initial public offering of 9,600,000 shares at $13.50 per share, which is 6.9% below the low end of its $14.50 to $16.50 price range, for gross proceeds of $129.6 mil
Fathom Holdings Inc.17 Jan 20
Registration Statement Filed
Fathom Holdings Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Revolution Medicines, Inc.17 Jan 20
Registration Statement Filed
Revolution Medicines, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Avadim Health, Inc.17 Jan 20
Shares Offered Disclosed
Avadim Health, Inc. disclosed plans to offer 5,000,000 common shares to the public
Avadim Health, Inc.17 Jan 20
Price Range Disclosed
Avadim Health, Inc. set the anticipated price range for its IPO at $14.00 to $16.00 per share
East Stone Acquisition Corporation17 Jan 20
Registration Statement Filed
East Stone Acquisition Corporation filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
East Stone Acquisition Corporation17 Jan 20
Shares Offered Disclosed
East Stone Acquisition Corporation disclosed plans to offer 10,000,000 units, with each unit consisting of one ordinary share, one right and one redeemable warrant
East Stone Acquisition Corporation17 Jan 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 East Stone Acquisition Corporation's IPO
East Stone Acquisition Corporation17 Jan 20
Other IPO Related
East Stone Acquisition Corporation disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
I-MAB16 Jan 20
Registration Statement Declared Effective
I-MAB's registration statement was declared effective by the Securities and Exchange Commission (SEC)
Velocity Financial, Inc.16 Jan 20
Registration Statement Declared Effective
Velocity Financial, Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Lizhi Inc.16 Jan 20
Registration Statement Declared Effective
Lizhi Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Phoenix Tree Holdings Limited16 Jan 20
Registration Statement Declared Effective
Phoenix Tree Holdings Limited's registration statement was declared effective by the Securities and Exchange Commission (SEC)
Aditx Therapeutics, Inc.16 Jan 20
Registration Statement Filed
Aditx Therapeutics, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Aditx Therapeutics, Inc.16 Jan 20
Shares Offered Disclosed
Aditx Therapeutics, Inc. disclosed plans to offer 1,900,000 units to the public with each unit consisting of ne share of our common stock and one warrant to purchase one share of our common stock
Aditx Therapeutics, Inc.16 Jan 20
Price Range Disclosed
Aditx Therapeutics, Inc. set the anticipated price range for its IPO at $5.50 per share
Atotech Limited15 Jan 20
Registration Statement Filed
Atotech Limited filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Muscle Maker, Inc.10 Jan 20
Shares Offered Increased
Muscle Maker, Inc. increased the number of common shares to be offered to 1,600,000 from 1,000,000 shares
Muscle Maker, Inc.10 Jan 20
Price Range Decreased
Muscle Maker, Inc. decreased the anticipated price range for its IPO to $5.00 per share from $5.00 to $7.00 per share
Auddia Inc.10 Jan 20
Registration Statement Filed
Auddia Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Auddia Inc.10 Jan 20
Shares Offered Disclosed
Auddia Inc. disclosed plans to offer 1,200,000 common shares to the public
Schrodinger, Inc.10 Jan 20
Registration Statement Filed
Schrodinger, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Oriental Culture Holding Ltd10 Jan 20
Other IPO Related
Oriental Culture Holding Ltd filed a registration amendment where they changed their expected ticker on Nasdaq to 'OCG' from 'DFWH'
Casper Sleep Inc.10 Jan 20
Registration Statement Filed
Casper Sleep Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
PPD, Inc.09 Jan 20
Registration Statement Filed
PPD, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Lizhi Inc.08 Jan 20
Shares Offered Disclosed
Lizhi Inc. disclosed plans to offer 4,100,000 American Depositary Shares (ADS) with each ADS representing 20 Class A ordinary shares
Lizhi Inc.08 Jan 20
Price Range Disclosed
Lizhi Inc. set the anticipated price range for its IPO at $11.00 to $13.00 per American Depositary Share
Phoenix Tree Holdings Limited08 Jan 20
Shares Offered Disclosed
Phoenix Tree Holdings Limited disclosed plans to offer 10,600,000 American Depositary Shares (ADS) with each ADS representing 10 Class A ordinary shares
Phoenix Tree Holdings Limited08 Jan 20
Price Range Disclosed
Phoenix Tree Holdings Limited set the anticipated price range for its IPO at $14.50 to $16.50 per American Depositary Share
Ardent Health Partners, Inc.08 Jan 20
IPO Withdrawn
Ardent Health Partners, Inc. withdrew its initial public offering as the company has chosen not to pursue an IPO at this time
InterPrivate Acquisition Corp.08 Jan 20
Registration Statement Filed
InterPrivate Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
InterPrivate Acquisition Corp.08 Jan 20
Shares Offered Disclosed
InterPrivate Acquisition Corp. disclosed plans to offer 17,500,000 units, with each unit consisting of one share of common stock and one-half of one warrant
InterPrivate Acquisition Corp.08 Jan 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.20 per share (a gross spread of 2%) and a total of $3.5 mil for underwriting InterPrivate Acquisition Corp.'s IPO
InterPrivate Acquisition Corp.08 Jan 20
Other IPO Related
InterPrivate Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
GFL Environmental Holdings Inc.08 Jan 20
Other IPO Related
GFL Environmental Holdings Inc. has filed filed a registration statement amendment that removed the original total number of shares to be offered and the original price range information as well as all original underwriters other than BC Partners
Arcutis Biotherapeutics, Inc.06 Jan 20
Registration Statement Filed
Arcutis Biotherapeutics, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Velocity Financial, Inc.06 Jan 20
Shares Offered Disclosed
Velocity Financial, Inc. disclosed plans to offer 7,250,000 common shares to the public
Velocity Financial, Inc.06 Jan 20
Price Range Disclosed
Velocity Financial, Inc. set the anticipated price range for its IPO at $14.00 to $16.00 per share
Professional Holding Corp.06 Jan 20
Registration Statement Filed
Professional Holding Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
OneWater Marine Inc.06 Jan 20
Other IPO Related
OneWater Marine Inc. has filed filed a registration statement amendment that removed the original total number of shares to be offered and the original price range information as well as Goldman Sachs as lead left underwriter
I-MAB03 Jan 20
Price Range Disclosed
I-MAB set the anticipated price range for its IPO at $12.00 to $15.00 per American Depositary Share
I-MAB03 Jan 20
Shares Offered Disclosed
I-MAB disclosed plans to offer 7,407,400 American Depositary Shares (ADS) with each 10 ADSs representing 23 ordinary share
Black Diamond Therapeutics, Inc.03 Jan 20
Registration Statement Filed
Black Diamond Therapeutics, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
1Life Healthcare, Inc.03 Jan 20
Registration Statement Filed
1Life Healthcare, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Newborn Acquisition Corp.03 Jan 20
Registration Statement Filed
Newborn Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Newborn Acquisition Corp.03 Jan 20
Shares Offered Disclosed
Newborn Acquisition Corp. disclosed plans to offer 5,000,000 units, with each unit consisting of one ordinary share, one redeemable warrant, and one right to receive one-tenth (1/10) of an ordinary
Newborn Acquisition Corp.03 Jan 20
Underwriting Discount Disclosed
The underwriters received a discount of $0.55 per share (a gross spread of 5.5%) and a total of $2.75 mil for underwriting Newborn Acquisition Corp.'s IPO
Newborn Acquisition Corp.03 Jan 20
Other IPO Related
Newborn Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Avadim Health, Inc.02 Jan 20
Registration Statement Filed
Avadim Health, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
GoodBulk Ltd.31 Dec 19
IPO Withdrawn
GoodBulk Ltd. withdrew its initial public offering as the company has decided not to pursue an IPO at this time
Molecular Data Inc.30 Dec 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.3766 per share (a gross spread of 7%) and a total of $4.33 mil for underwriting Molecular Data Inc.'s IPO
Molecular Data Inc.30 Dec 19
IPO Price Disclosed
Molecular Data Inc. set the price of its initial public offering of 11,500,000 American Depositary Shares at $5.38 per share, which was within the $5.00 to $7.00 price range, for gross proceeds of $61.87 mil
Molecular Data Inc.27 Dec 19
Registration Statement Declared Effective
Molecular Data Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
TIAN RUIXIANG Holdings Ltd27 Dec 19
Registration Statement Filed
TIAN RUIXIANG Holdings Ltd filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Greenrose Acquisition Corp.27 Dec 19
Registration Statement Filed
Greenrose Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Greenrose Acquisition Corp.27 Dec 19
Shares Offered Disclosed
Greenrose Acquisition Corp. disclosed plans to offer 15,000,000 units, with each unit consisting of one share of Class A common stock and three-quarters of one warrant
Greenrose Acquisition Corp.27 Dec 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.20 per share (a gross spread of 2%) and a total of $3 mil for underwriting Greenrose Acquisition Corp.'s IPO
Greenrose Acquisition Corp.27 Dec 19
Other IPO Related
Greenrose Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Gateway Casinos & Entertainment Limited27 Dec 19
IPO Withdrawn
Gateway Casinos & Entertainment Limited withdrew its initial public offering indicating the company has chosen not to pursue an IPO at this time
Valtech SE27 Dec 19
IPO Withdrawn
Valtech SE withdrew its initial public offering without indicating a reason
Yunhong International26 Dec 19
Other IPO Related
China Yunhong Holdings filed a registration statement amendment that changed the company's name to Yunhong Interational
NexPoint Real Estate Finance, Inc.24 Dec 19
Registration Statement Filed
NexPoint Real Estate Finance, Inc. filed for an initial public offering with its filing of an S-11 with the Securities and Exchange Commission (SEC)
SCVX Corp.23 Dec 19
Registration Statement Filed
SCVX Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
SCVX Corp.23 Dec 19
Shares Offered Disclosed
SCVX 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
SCVX Corp.23 Dec 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 SCVX Corp.'s IPO
SCVX Corp.23 Dec 19
Other IPO Related
SCVX Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
HF Enterprises Inc.23 Dec 19
Registration Statement Filed
HF Enterprises Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
HF Enterprises Inc.23 Dec 19
Shares Offered Disclosed
HF Enterprises Inc. disclosed plans to offer 2,600,000 common shares to the public
HF Enterprises Inc.23 Dec 19
Price Range Disclosed
HF Enterprises Inc. set the anticipated price range for its IPO at $6.00 to $8.00 per share
Centrexion Therapeutics Corporation23 Dec 19
Other IPO Related
Centrexion Therapeutics filed a registration statement amendement that Merrill Lynch (lead left) and Evercore as underwriters and replaced them with Credit Suisse (lead left)
Indonesia Energy Corporation Limited23 Dec 19
Shares Offered Decreased
Indonesia Energy Corporation Limited decreased the number of ordinary shares to be offered to 1,363,637 shares from 1,500,000 shares
Indonesia Energy Corporation Limited23 Dec 19
Underwriting Discount Disclosed
The underwriters received a discount of $0.88 per share (a gross spread of 8%) and a total of $1.2 mil for underwriting Indonesia Energy Corporation Limited's IPO
Indonesia Energy Corporation Limited23 Dec 19
IPO Price Disclosed
Indonesia Energy Corporation Limited set the price of its initial public offering of 1,363,637 shares at $11.00 per share, which was within the $9.00 to $11.00 price range, for gross proceeds of $15 mil

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..