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Mergers IPOs

Mergers & Acquisitions

Special Purpose Acquisition Company (SPAC) Market Study 2021

Deal Point Data researched every Special Purpose Acquisition Company (SPAC) that filed with the Securities and Exchange Commission from January 1, 2016 to March 31, 2021. We observed these deals throughout the SPAC lifecycle – from registration to IPO pricing to the announcement of a de-SPAC M&A transaction. We reviewed the relevant stock purchase agreements, asset purchase agreements or merger agreements to evaluate key negotiated M&A deal points. Read more

Update on the Prevalence of SPAC IPOs

In our research note dated June 24, 2020 we highlighted the increased prevalence of initial public offerings by special purpose acquisition companies (SPACs) as one of the most notable trends in IPOs in the last few years. What we did not discuss at that time is the explosion of SPACs filing to go public, which are at unprecedented levels. Read more

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.

Corporate Governance Activity

BioDelivery Sciences International, Inc.22 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Brown-Forman Corporation22 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Co-Diagnostics, Inc.22 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
CorVel Corporation22 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
McKesson Corporation22 Jun 21
Exempt Solicitation
DPD Note: John Chevedden filed a Notice of Exempt Solicitation on a voluntary basis in support of his stockholder proposal to allow stockholders to act by written consent. The proposal will be voted on at the company's July 2021 annual meeting. (PX14A6G )
Modine Manufacturing Company22 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Mustang Bio, Inc.22 Jun 21
Defense Related Stockholder Proposal
DPD Note: Vote results for June 17, 2021 annual meeting include a stockholder proposal to adopt a majority vote standard to elect directors (from a plurality standard) that failed to receive a majority of votes cast and was not approved. (8-K )
Natural Gas Services Group, Inc.22 Jun 21
Failed Say On Pay
DPD Note: At the company's June 17, 2021 annual meeting, a majority of the votes cast were against the approval of the company's say on pay proposal. (8-K )
Plug Power Inc.22 Jun 21
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The 2021 annual meeting has been scheduled for July 30, 2021 which is more than 30 days later than the anniversary of the company's 2020 annual meeting held on June 5, 2020 triggering a new deadline under Rule 14a-8. The company disclosed a new deadline of June 5, 2021 for these proposals. The company also provided the deadline of March 7, 2021 for non-14a-8 proposals and nominations which has not changed. (10-Q )
Skyline Champion Corporation22 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Vericity, Inc.22 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
VolitionRx Limited22 Jun 21
Failed Company Defense Change Vote
DPD Note: Vote results for June 17, 2021 annual meeting include company proposals to amend the charter to adopt several defenses but none of the proposals received the support of a majority of the outstanding voting shares required for approval. The proposals sought to provide for a classified board, to require cause and a supermajority vote requirement to remove directors, and to provide in the charter that stockholders cannot call special meetings or act via written consent (the charter is silent on these matters but the bylaws already include similar provisions). (8-K )
VolitionRx Limited22 Jun 21
Failed Director Elections/Zombie Directors
DPD Note: At the company's June 17, 2021 annual meeting, a majority of the votes cast were withheld from the re-election of company nominee Guy Innes. Mr. Innes was elected under the company's plurality vote standard. (8-K )
Anterix Inc.21 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Aptevo Therapeutics Inc.21 Jun 21
Update:Proxy Fight Director Nomination on 02/09/2021
DPD Note: Tang Capital Partners, LP 13D/A and letter to the Board disclosing it withdrew its proposal to acquire the company because of the company's refusal to enter into a confidentiality agreement without a standstill provision. Tang also disclosed it withdrew its two-person director slate citing the company's decision to add to the company proxy statement Tang's advisory proposal seeking shareholder approval to commence a process to sell the company to the highest bidder. (SC 13D/A )
Bristow Group Inc.21 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
CalAmp Corp.21 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Delta Air Lines, Inc.21 Jun 21
Defense Related Stockholder Proposal
DPD Note: Vote results for June 17, 2021 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 (currently written consent allowed only if unanimous). (8-K )
DXP Enterprises, Inc.21 Jun 21
Failed Director Elections/Zombie Directors
DPD Note: At the company's June 18, 2021 annual meeting, a majority of the votes cast were withheld from one of the five company directors up for election at the meeting. David Patton was elected under the company's plurality vote standard (votes withheld had no effect on the election). The company recently amended its bylaws to change the vote requirement to elect directors from a plurality to a majority, but the bylaws amendment does not go into effect until January 1, 2022. (8-K )
eBay Inc.21 Jun 21
Defense Related Stockholder Proposal
DPD Note: Vote results for June 15, 2021 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 )
Exxon Mobil Corporation21 Jun 21
Update:Defense Related Stockholder Proposal on 06/02/2021
DPD Note: Final vote results for May 26, 2021 annual meeting confirm that a stockholder proposal to reduce the percent required to call a special meeting from 15% to 10% did not receive a majority of votes cast and was not approved. (8-K/A )
Exxon Mobil Corporation21 Jun 21
Update:Proxy Fight Director Nomination on 01/27/2021
DPD Note: Final vote results for the 2021 annual meeting include the election of three out of the four Engine No. 1 director nominees. Twelve board seats were up for election at the meeting. (8-K/A )
Guardant Health, Inc.21 Jun 21
Failed Say On Pay
DPD Note: At the company's June 16, 2021 annual meeting, a majority of the votes cast were against the approval of the company's say on pay proposal. (8-K )
Inseego Corp.21 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Luminex Corporation21 Jun 21
Failed Say On Pay
DPD Note: At the June 21, 2021 special meeting, a majority of the votes cast were against the approval on an advisory basis of certain compensation that may become payable to the company's named executive officers in connection with the transactions contemplated by the Merger Agreement ("say on parachute" vote). (8-K )
NVE Corporation21 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Orion Energy Systems, Inc.21 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Pangaea Logistics Solutions Ltd.21 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
REX American Resources Corporation21 Jun 21
Failed Company Defense Change Vote
DPD Note: Vote results for June 16, 2021 annual meeting include a company proposal to amend the charter to authorize 5,000,000 shares of blank check preferred stock that was not approved. (8-K )
Splunk Inc.21 Jun 21
Failed Say On Pay
DPD Note: At the company's June 17, 2021 annual meeting, a majority of the votes cast were against the approval of the company's say on pay proposal. (8-K )
TG Therapeutics, Inc.21 Jun 21
Failed Director Elections/Zombie Directors
DPD Note: At the company's June 16, 2021 annual meeting, a majority of the votes cast were withheld from four of the seven company directors up for re-election at the meeting. All of the directors were elected under the company's plurality vote standard. (8-K )
At Home Group Inc.18 Jun 21
Update:Other Material Defense/Proxy Disclosure on 05/17/2021
• Press release: CAS Investment Partners Sends Letter to At Home Group Stockholders (Press Release )
Genesco Inc.18 Jun 21
Update:Proxy Fight Director Nomination on 04/12/2021
• Exhibit: Letter to the Shareholders
• Press release: Genesco Sends Letter to Shareholders Highlighting Strength of its Board and Strategy (Press Release )
Quaterra Resources Inc.18 Jun 21
Poison Pill Ratify Proposal
DPD Note: The company announced that stockholders ratified the continuation of the company's rights plan for an additional three-year period at the June 17, 2021 annual meeting (full vote results have yet to be disclosed). (Press Release )
Teligent, Inc.18 Jun 21
Adjourn Meeting
• Press release: Teligent, Inc. Announces Adjournment of Annual Meeting of Stockholders (Press Release )
Advanced Emissions Solutions, Inc.17 Jun 21
Poison Pill Ratify Proposal
DPD Note: Vote results for June 15, 2021 annual meeting include the appoval of the fourth amendment to the company's Tax Asset Protection Plan. (8-K )
American Superconductor Corporation17 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Booz Allen Hamilton Holding Corporation17 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Broadway Financial Corporation17 Jun 21
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The 2021 annual meeting has been scheduled for October 20, 2021 which is more than 30 days after the anniversary of the company's 2020 annual meeting held on June 24, 2020 triggering a new deadline under Rule 14a-8. The date of the 2021 annual meeting also represents a delay of more than 60 days from the anniversary of the company's 2020 annual meeting triggering the alternate timeliness requirement in the company's advance notice bylaw. The company provided a deadline of August 18, 2021 to submit 14a-8 proposals and July 22, 2021 for other proposals and nominations. (8-K )
CTI BioPharma Corp.17 Jun 21
Governing Documents Filing (Restated Only)
• Exhibit: Charter Amended/Restated Effective 06/05/2021 (S-8 )
Global Blood Therapeutics, Inc.17 Jun 21
Failed Say On Pay
DPD Note: At the company's June 17, 2021 annual meeting, a majority of the votes cast were against the approval of the company's say on pay proposal. (8-K )
Haemonetics Corporation17 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
KVH Industries, Inc.17 Jun 21
Update:Proxy Fight Director Nomination on 03/04/2021
DPD Note: The company announced that based on preliminary vote results for today's annual meeting, both of the company's nominees were elected (neither of VIEX Capital Advisors, LLC's nominees were elected). (Press Release )
Nasdaq, Inc.17 Jun 21
Defense Related Stockholder Proposal
DPD Note: Vote results for June 15, 2021 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 )
News Corporation17 Jun 21
Poison Pill Amendment
DPD Note: Extend expiration date from June 18, 2021 to June 18, 2022 (8-K )
Park Aerospace Corp.17 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
PetMed Express, Inc.17 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
PFSweb, Inc.17 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Ralph Lauren Corporation17 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Rocky Mountain Chocolate Factory, Inc.17 Jun 21
Other Material Defense/Proxy Disclosure
DPD Note: AB Value Partners 13D/A discloses a proxy fight threat for the 2021 annual meeting if the company fails to make sufficient changes regarding Board membership, structure, management, and strategy. In 2019, AB Value Partners nominated a two-person slate for election at the company's 2019 annual meeting but later reached a settlement ending a potential proxy fight. (SC 13D/A )
Square, Inc.17 Jun 21
Defense Related Stockholder Proposal
DPD Note: Vote results for June 15, 2021 annual meeting include a stockholder proposal to adopt a recapitalization plan for all outstanding stock to have one vote per share (eliminate dual class unequal voting) that failed to receive a majority of votes cast and was not approved. (8-K )
TESSCO Technologies Incorporated17 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Viatris Inc.17 Jun 21
Advance Notice Disclosure, Discloses AGM Date
DPD Note: The company disclosed the 2021 annual meeting date and the deadlines for nominations and 14a-8 and non-14a-8 proposals. The new deadlines correspond to the post merger bylaw requirements. In connection with the company's (Mylan N.V.) merger with Pfizer's Off-Patent Business (Upjohn) which created a new Delaware corporation named Viatris Inc., new bylaws were adopted that revised the advance notice timeliness requirements. (8-K )
VOXX International Corporation17 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Xilinx, Inc.17 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Activision Blizzard, Inc.16 Jun 21
Exempt Solicitation
DPD Note: CtW Investment Group filed a second Notice of Exempt Solicitation on a voluntary basis in response to the adjournment of the annual meeting by the company to allow additional time for stockholders to submit proxies with respect to company's "say on pay" proposal. CtW continues to urge stockholders to vote against the proposal and called the company's adjournment to avoid a failed say on pay an "almost unprecedented maneuver". (PX14A6G )
Arrowhead Pharmaceuticals, Inc.16 Jun 21
Update:Failed Director Elections/Zombie Directors on 03/24/2021
DPD Note: 8-K to disclose the Board's decision whether to accept or reject the resignation of director Michael S. Perry, D.V.M., submitted under the company's Director Resignation Policy, as required after receiving more "Withhold" than votes "For" his election at the company's March 2021 annual meeting. The Board rejected Dr. Perry's offer of resignation. Glass Lewis had recommended that investors vote against Dr. Perry's re-election on the basis of "overboarding." Mr. Perry subsequently resigned from the board of Gamida Cell Ltd., one of his two outside directorships, effective June 15, 2021. The company felt that Dr. Perry had appropriately addressed investor concerns by reducing his public company board commitments from two outside directorships to one outside directorship. (8-K )
At Home Group Inc.16 Jun 21
Update:Other Material Defense/Proxy Disclosure on 05/17/2021
DPD Note: The company entered into a revised agreement with Hellman & Friedman (H&F) under which H&F will acquire the company via a tender offer. The prior agreement involved a stockholder vote. CAS Investment Partners, LLC, the company's largest stockholder with a 16.9% stake, previously disclosed it planned to solicit votes against the approval of the transaction. (Press Release )
Atlas Financial Holdings Inc.16 Jun 21
Definitive Proxy (Advance Notice Annual Disclosure)
(DEF 14A )
Centrus Energy Corp.16 Jun 21
Poison Pill Amendment
DPD Note: Extend expiration date from June 30, 2021 to June 30, 2023 (8-K )
Centrus Energy Corp.16 Jun 21
Poison Pill Ratify Proposal
DPD Note: Vote results for June 16, 2021 annual meeting include the approval of an extension to the Section 382 Rights Agreement. (8-K )
Cerecor Inc.16 Jun 21
Failed Director Elections/Zombie Directors
DPD Note: At the company's June 15, 2021 annual meeting, a majority of the votes cast were withheld from all of the company directors up for election at the meeting (8 directors). The board was elected under the company's plurality vote standard. In the 8-K disclosing the vote results, the company stated that it "understands that the substantial majority of the votes that were withheld for each director nominee were withheld by the Company's largest stockholder, an investment fund directed by one of the members of the Company's board of directors." Armistice Capital LLC controls approximately 43% of O/S and is controlled by director Steven J. Boyd. (8-K )
electroCore, Inc.16 Jun 21
Failed Company Defense Change Vote
DPD Note: Vote results for June 11, 2021 annual meeting include a company proposal to amend the charter to declassify the Board that was not approved. The proposal was only supported by 98% of the votes cast but only 29.47% of O/S (66.67% of O/S was required for approval). (8-K )

IPO Activity

Sight Sciences, Inc.23 Jun 21
Registration Statement Filed
Sight Sciences, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Full Truck Alliance Co. Ltd.23 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $0.665 per share (a gross spread of 3.5%) and a total of $54.9 mil for underwriting Full Truck Alliance Co. Ltd.'s IPO
Full Truck Alliance Co. Ltd.23 Jun 21
IPO Price Disclosed
Full Truck Alliance Co. Ltd. set the price of its initial public offering of 82,500,000 shares at $19.00 per share, which was within the $17.00 to $19.00 price range, for gross proceeds of $1.6 bil
Torrid Holdings Inc.23 Jun 21
Shares Offered Disclosed
Torrid Holdings Inc. disclosed plans to offer 8,000,000 common shares to the public with the selling shareholders offering all 8,000,000 shares and the company not selling any shares
Torrid Holdings Inc.23 Jun 21
Price Range Disclosed
Torrid Holdings Inc. set the anticipated price range for its IPO at $18.00 to $21.00 per share
EverCommerce Inc.23 Jun 21
Shares Offered Disclosed
EverCommerce Inc. disclosed plans to offer 19,117,648 common shares to the public
EverCommerce Inc.23 Jun 21
Price Range Disclosed
EverCommerce Inc. set the anticipated price range for its IPO at $16.00 to $18.00 per share
CVRx, Inc.23 Jun 21
Shares Offered Disclosed
CVRx, Inc. disclosed plans to offer 6,250,000 common shares to the public
CVRx, Inc.23 Jun 21
Price Range Disclosed
CVRx, Inc. set the anticipated price range for its IPO at $15.00 to $17.00 per share
Clear Secure, Inc.23 Jun 21
Shares Offered Disclosed
Clear Secure, Inc. disclosed plans to offer 13,200,000 Class A common shares to the public
Clear Secure, Inc.23 Jun 21
Price Range Disclosed
Clear Secure, Inc. set the anticipated price range for its IPO at $27.00 to $30.00 per share
D-MARKET Electronic Services & Trading23 Jun 21
Shares Offered Disclosed
D-MARKET Electronic Services & Trading disclosed plans to offer 56,740,000 ADSs to the public with D-MARKET selling 41,670,000 ADSs and selling shareholders offering 15,070,000 ADSs
D-MARKET Electronic Services & Trading23 Jun 21
Price Range Disclosed
D-MARKET Electronic Services & Trading set the anticipated price range for its IPO at $11.00 to $13.00 per American Depositary Share
Sprinklr, Inc.22 Jun 21
Registration Statement Declared Effective
Sprinklr, Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Sprinklr, Inc.22 Jun 21
Shares Offered Decreased
Sprinklr, Inc. decreased the number of common shares to be offered to 16,625,000 shares from 19,000,000 shares
First Advantage Corporation22 Jun 21
Registration Statement Declared Effective
First Advantage Corporation's registration statement was declared effective by the Securities and Exchange Commission (SEC)
First Advantage Corporation22 Jun 21
Shares Offered Increased
First Advantage Corporation increased the number of common shares to be offered to 25,500,000 from 21,250,000 shares
Coliseum Acquisition Corp.22 Jun 21
Registration Statement Declared Effective
Coliseum Acquisition Corp.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Dingdong (Cayman) Limited22 Jun 21
Shares Offered Disclosed
Dingdong (Cayman) Limited disclosed plans to offer 14,000,000 American Depositary Shares (ADS) with each two ADSs representing three Class A ordinary share
Dingdong (Cayman) Limited22 Jun 21
Price Range Disclosed
Dingdong (Cayman) Limited set the anticipated price range for its IPO at $23.50 to $25.50 per American Depositary Share
Aspire Global Inc.22 Jun 21
Registration Statement Filed
Aspire Global Inc. filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Bridge Investment Group Holdings Inc.22 Jun 21
Registration Statement Filed
Bridge Investment Group Holdings Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Krispy Kreme, Inc.22 Jun 21
Shares Offered Disclosed
Krispy Kreme, Inc. disclosed plans to offer 26,666,667 common shares to the public
Krispy Kreme, Inc.22 Jun 21
Price Range Disclosed
Krispy Kreme, Inc. set the anticipated price range for its IPO at $21.00 to $24.00 per share
Missfresh Limited22 Jun 21
Shares Offered Disclosed
Missfresh Limited disclosed plans to offer 721,000,000 American Depositary Shares (ADS) with each ADS representing three Class B ordinary shares
Missfresh Limited22 Jun 21
Price Range Disclosed
Missfresh Limited set the anticipated price range for its IPO at $13.00 to $16.00 per American Depositary Share
Eco Wave Power Global AB21 Jun 21
Shares Offered Disclosed
Eco Wave Power Global AB disclosed plans to offer 818,181 American Depositary Shares (ADS) with each ADS representing 8 common shares
Eco Wave Power Global AB21 Jun 21
Price Range Disclosed
Eco Wave Power Global AB set the anticipated price range for its IPO at $10.00 to $12.00 per share
The Glimpse Group, Inc.21 Jun 21
Shares Offered Disclosed
The Glimpse Group, Inc. disclosed plans to offer 1,750,000 common shares to the public with The Glimpse Group, Inc. selling 1,650,000 shares and selling shareholders offering 100,000 shares
Elevation Oncology, Inc.21 Jun 21
Shares Offered Disclosed
Elevation Oncology, Inc. disclosed plans to offer 6,250,000 common shares to the public
Elevation Oncology, Inc.21 Jun 21
Price Range Disclosed
Elevation Oncology, Inc. set the anticipated price range for its IPO at $15.00 to $17.00 per share
Full Truck Alliance Co. Ltd.21 Jun 21
Registration Statement Declared Effective
Full Truck Alliance Co. Ltd.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Graphite Bio, Inc.21 Jun 21
Shares Offered Disclosed
Graphite Bio, Inc. disclosed plans to offer 12,500,000 common shares to the public
Graphite Bio, Inc.21 Jun 21
Price Range Disclosed
Graphite Bio, Inc. set the anticipated price range for its IPO at $15.00 to $17.00 per share
Golden Path Acquisition Corporation21 Jun 21
Registration Statement Declared Effective
Golden Path Acquisition Corporation's registration statement was declared effective by the Securities and Exchange Commission (SEC)
Jaws Juggernaut Acquisition Corporation21 Jun 21
Shares Offered Increased
Jaws Juggernaut Acquisition Corporation increased the number of units to be offered to 24,000,000 units from 20,000,000 units
AiHuiShou International Co. Ltd.21 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $0.98 per share (a gross spread of 7%) and a total of $13.9 mil for underwriting AiHuiShou International Co. Ltd.'s IPO
AiHuiShou International Co. Ltd.21 Jun 21
IPO Price Disclosed
AiHuiShou International Co. Ltd. set the price of its initial public offering of 16,233,000 shares at $14.00 per share, which was within the $13.00 to $15.00 price range, for gross proceeds of $227.3 mil
Femasys Inc.21 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $0.91 per share (a gross spread of 7%) and a total of $2.4 mil for underwriting Femasys Inc.'s IPO
Femasys Inc.21 Jun 21
IPO Price Disclosed
Femasys Inc. set the price of its initial public offering of 2,650,000 shares at $13.00 per share, which was within the $12.00 to $14.00 price range, for gross proceeds of $34.5 mil
ATAI Life Sciences N.V.21 Jun 21
Shares Offered Increased
ATAI Life Sciences N.V. increased the number of common shares to be offered to 15,000,000 from 14,286,000 shares
ATAI Life Sciences N.V.21 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $1.05 per share (a gross spread of 7%) and a total of $15.75 mil for underwriting ATAI Life Sciences N.V.'s IPO
ATAI Life Sciences N.V.21 Jun 21
IPO Price Disclosed
ATAI Life Sciences N.V. set the price of its initial public offering of 15,000,000 shares at $15.00 per share, which was within the $13.00 to $15.00 price range, for gross proceeds of $225 mil
Tremor International Ltd.21 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $1.33 per share (a gross spread of 7%) and a total of $9 mil for underwriting Tremor International Ltd.'s IPO
Tremor International Ltd.21 Jun 21
IPO Price Disclosed
Tremor International Ltd. set the price of its initial public offering of 6,768,953 ADSs at $19.00 per share
Ambrx Biopharma Inc.21 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $1.26 per share (a gross spread of 7%) and a total of $8.82 mil for underwriting Ambrx Biopharma Inc.'s IPO
Ambrx Biopharma Inc.21 Jun 21
IPO Price Disclosed
Ambrx Biopharma Inc. set the price of its initial public offering of 7,000,000 shares at $18.00 per share, which was within the $17.00 to $19.00 price range, for gross proceeds of $126 mil
Cyteir Therapeutics, Inc.21 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $1.26 per share (a gross spread of 7%) and a total of $9.3 mil for underwriting Cyteir Therapeutics, Inc.'s IPO
Cyteir Therapeutics, Inc.21 Jun 21
IPO Price Disclosed
Cyteir Therapeutics, Inc. set the price of its initial public offering of 7,400,000 shares at $18.00 per share, which was within the $16.00 to $18.00 price range, for gross proceeds of $133.2 mil
Codex DNA, Inc.21 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $1.12 per share (a gross spread of 7%) and a total of $7.5 mil for underwriting Codex DNA, Inc.'s IPO
Codex DNA, Inc.21 Jun 21
IPO Price Disclosed
Codex DNA, Inc. set the price of its initial public offering of 6,666,665 shares at $16.00 per share, which was within the $14.00 to $16.00 price range, for gross proceeds of $106.7 mil
Century Therapeutics, Inc.21 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $1.40 per share (a gross spread of 7%) and a total of $14.8 mil for underwriting Century Therapeutics, Inc.'s IPO
Century Therapeutics, Inc.21 Jun 21
IPO Price Disclosed
Century Therapeutics, Inc. set the price of its initial public offering of 10,550,000 shares at $20.00 per share, which was within the $18.00 to $20.00 price range, for gross proceeds of $211 mil
Angel Oak Mortgage, Inc.21 Jun 21
Shares Offered Decreased
Angel Oak Mortgage, Inc. decreased the number of common shares to be offered to 7,200,000 shares from 8,050,000 shares
Angel Oak Mortgage, Inc.21 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $1.14 per share (a gross spread of 6%) and a total of $8.2 mil for underwriting Angel Oak Mortgage, Inc.'s IPO
Angel Oak Mortgage, Inc.21 Jun 21
IPO Price Disclosed
Angel Oak Mortgage, Inc. set the price of its initial public offering of 7,200,000 shares at $19.00 per share, which is 5% below the low end of its $20.00 to $21.00 price range, for gross proceeds of $136.8 mil
Live Oak Crestview Climate Acquisition Corp.21 Jun 21
Shares Offered Decreased
Live Oak Crestview Climate Acquisition Corp. decreased the number of units to be offered to 20,000,000 units from 25,000,000 units
Macondray Capital Acquisition Corp. I21 Jun 21
Shares Offered Decreased
Macondray Capital Acquisition Corp. I decreased the number of units to be offered to 25,000,000 units from 27,500,000 units
Cedarlake Acquisition Corp.21 Jun 21
Registration Statement Filed
Cedarlake Acquisition Corp. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Cedarlake Acquisition Corp.21 Jun 21
Shares Offered Disclosed
Cedarlake 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
Cedarlake Acquisition Corp.21 Jun 21
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 Cedarlake Acquisition Corp.'s IPO
Cedarlake Acquisition Corp.21 Jun 21
Other IPO Related
Cedarlake Acquisition Corp. disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
bleuacacia ltd21 Jun 21
Registration Statement Filed
bleuacacia ltd filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
bleuacacia ltd21 Jun 21
Shares Offered Disclosed
bleuacacia ltd disclosed plans to offer 30,000,000 units, with each unit consisting of one Class A ordinary share and one-third of one redeemable warrant
bleuacacia ltd21 Jun 21
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 bleuacacia ltd's IPO
bleuacacia ltd21 Jun 21
Other IPO Related
bleuacacia ltd disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Blend Labs, Inc.21 Jun 21
Registration Statement Filed
Blend Labs, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Goldenstone Acquisition Limited21 Jun 21
Registration Statement Filed
Goldenstone Acquisition Limited filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Goldenstone Acquisition Limited21 Jun 21
Shares Offered Disclosed
Goldenstone Acquisition Limited disclosed plans to offer 5,000,000 units, with each unit consisting of one common share, one redeemable warrant and one right
Goldenstone Acquisition Limited21 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $0.60 per share (a gross spread of 6%) and a total of $3 mil for underwriting Goldenstone Acquisition Limited's IPO
Goldenstone Acquisition Limited21 Jun 21
Other IPO Related
Goldenstone Acquisition Limited disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit
Spark Education Limited21 Jun 21
Registration Statement Filed
Spark Education Limited filed for an initial public offering with its filing of an F-1 with the Securities and Exchange Commission (SEC)
Membership Collective Group Inc.21 Jun 21
Registration Statement Filed
Membership Collective Group Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Couchbase, Inc.21 Jun 21
Registration Statement Filed
Couchbase, Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
F45 Training Holdings Inc.21 Jun 21
Registration Statement Filed
F45 Training Holdings Inc. filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Unicycive Therapeutics, Inc.21 Jun 21
Shares Offered Increased
Unicycive Therapeutics, Inc. disclosed they will now offer 6,700,000 units comprised of one share of common stock and one half of one warrant
Unicycive Therapeutics, Inc.21 Jun 21
Shares Offered Decreased
Unicycive Therapeutics, Inc. decreased the anticipated price range for its IPO to between $5.50 to $6.500 per unit from $8.50 to $10.50 per common share
Integral Ad Science Holding Corp.21 Jun 21
Shares Offered Disclosed
Integral Ad Science Holding Corp. disclosed plans to offer 15,000,000 common shares to the public
Integral Ad Science Holding Corp.21 Jun 21
Price Range Disclosed
Integral Ad Science Holding Corp. set the anticipated price range for its IPO at $15.00 to $17.00 per share
GH Research PLC21 Jun 21
Shares Offered Disclosed
GH Research PLC disclosed plans to offer 8,333,333 ordinary shares to the public
GH Research PLC21 Jun 21
Price Range Disclosed
GH Research PLC set the anticipated price range for its IPO at $14.00 to $16.00 per share
Alpha Teknova, Inc.21 Jun 21
Shares Offered Disclosed
Alpha Teknova, Inc. disclosed plans to offer 5,000,000 common shares to the public
Alpha Teknova, Inc.21 Jun 21
Price Range Disclosed
Alpha Teknova, Inc. set the anticipated price range for its IPO at $14.00 to $16.00 per share
SentinelOne, Inc.21 Jun 21
Shares Offered Disclosed
SentinelOne, Inc. disclosed plans to offer 32,000,000 Class A common shares to the public
SentinelOne, Inc.21 Jun 21
Price Range Disclosed
SentinelOne, Inc. set the anticipated price range for its IPO at $26.00 to $29.00 per share
Xometry, Inc.21 Jun 21
Shares Offered Disclosed
Xometry, Inc. disclosed plans to offer 6,875,000 Class A common shares to the public
Xometry, Inc.21 Jun 21
Price Range Disclosed
Xometry, Inc. set the anticipated price range for its IPO at $38.00 to $42.00 per share
Monte Rosa Therapeutics, Inc.21 Jun 21
Shares Offered Disclosed
Monte Rosa Therapeutics, Inc. disclosed plans to offer 9,750,000 common shares to the public
Monte Rosa Therapeutics, Inc.21 Jun 21
Price Range Disclosed
Monte Rosa Therapeutics, Inc. set the anticipated price range for its IPO at $17.00 to $19.00 per share
LegalZoom.com, Inc.21 Jun 21
Shares Offered Disclosed
LegalZoom.com, Inc. disclosed plans to offer 19,121,000 common shares to the public
LegalZoom.com, Inc.21 Jun 21
Price Range Disclosed
LegalZoom.com, Inc. set the anticipated price range for its IPO at $24.00 to $27.00 per share
Femasys Inc.18 Jun 21
Registration Statement Declared Effective
Femasys Inc.'s registration statement was declared effective by the Securities and Exchange Commission (SEC)
Lyell Immunopharma, Inc.18 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $1.19 per share (a gross spread of 7%) and a total of $29.75 mil for underwriting Lyell Immunopharma, Inc.'s IPO
Lyell Immunopharma, Inc.18 Jun 21
IPO Price Disclosed
Lyell Immunopharma, Inc. set the price of its initial public offering of 25,000,000 shares at $17.00 per share, which was within the $16.00 to $18.00 price range, for gross proceeds of $425 mil
iSpecimen Inc.18 Jun 21
Underwriting Discount Disclosed
The underwriters received a discount of $0.60 per share (a gross spread of 7.5%) and a total of $1.35 mil for underwriting iSpecimen Inc.'s IPO
iSpecimen Inc.18 Jun 21
IPO Price Disclosed
iSpecimen Inc. set the price of its initial public offering of 2,250,000 shares at $8.00 per share, which was within the $8.00 to $10.00 price range, for gross proceeds of $18 mil
Portage Fintech Acquisition Corporation18 Jun 21
Registration Statement Filed
Portage Fintech Acquisition Corporation filed for an initial public offering with its filing of an S-1 with the Securities and Exchange Commission (SEC)
Portage Fintech Acquisition Corporation18 Jun 21
Shares Offered Disclosed
Portage Fintech Acquisition Corporation disclosed plans to offer 20,000,000 units, with each unit consisting of one Class A ordinary share and one-third of one redeemable warrant
Portage Fintech Acquisition Corporation18 Jun 21
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 Portage Fintech Acquisition Corporation's IPO
Portage Fintech Acquisition Corporation18 Jun 21
Other IPO Related
Portage Fintech Acquisition Corporation disclosed that the offer price for the units issued in its initial public offering will be $10.00 per unit

Corporate Governance Reports

Covid-19 Rights Plans ("Poison Pills") Revisited - 04/05/2021

One year removed from the Covid-19 related stock market crash and the resulting increase in the number of companies turning to poison pills, we revisit the status of these companies and plans. Read more

Delayed 2020 Annual Meetings Impact Key 2021 Advance Notice Deadlines - 02/23/2021

Companies that delayed the holding of their 2020 annual meeting that are returning to their traditional annual meeting schedule may be impacting advance notice deadlines for proposals and director nominations. A review of advance notice provisions and a feature that can require a resetting of the submission deadlines. Read more

Top Takeover Defense Changes of 2020 - 01/21/2021

Deal Point Data continuously tracks changes to corporate charters and bylaws for key governance and takeover defense changes. The public health impact of the COVID-19 pandemic led to an increase in changes to governing documents in 2020 including numerous companies making the changes necessary to facilitate virtual shareholder meetings. Read more

How Have Companies Responded to Delaware Supreme Court Upholding Federal Forum Provisions - 10/21/2020

A review of charter and bylaw filings in the six months since the Delaware Supreme Court upheld federal forum provisions ("FFP") shows that FFPs are becoming standard in the governing documents of IPO companies and among existing companies, an initial spike of adoptions that has steadily leveled off. Read more

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

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..