The DealFlow Report

Transcription

The DealFlow Report

N e ws ,
I n fo r m at i o n
TUESDAY
NOVEMBER 18, 2014
VOLUME III, NO. 38
a n d
An a l y s i s
o f
S m a l l
E q u i t y
Fin a nc e
Tick size pilot said to be too complicated
Flaws may doom effort to boost IPO market
in this edition
by dan lonkevich
The tick size pilot study developed by the national stock
exchanges and published for public comment by the Securities and Exchange Commission Nov. 3 has already
caused a controversy over a prohibition of trades closing on dark markets.
It has also caused some observers to question
whether the proposed study will be too complicated and
flawed to succeed.
The study is meant to test whether small cap stocks
would see more liquidity and if there would be more
initial public offerings if shares traded in larger increments or “tick” sizes.
Some market observers trace a decline in the IPO
market to the decimalization of stock prices in 2001.
The move from fractional to decimal pricing of stocks
reduced spreads and brokerage firm trading revenue.
That made it less economical for securities firms to
make markets in small cap stocks and publish research
on smaller companies.
In June, the SEC ordered the national stock exchanges to develop a study of larger tick sizes and the effect
they would have on small caps’ trading and liquidity.
Rich dad company
reverse merges
Legacy Education Alliance
Inc., which runs a financial
education brand based on
the best-selling book “Rich
Dad Poor Dad,” went public
in a reverse merger. Legacy
provides seminars, online
courses, mentoring and data
subscriptions to teach financial
savvy through the Rich Dad
brand. Rich Dad is based on the
teachings of self-help author
Robert Kiyosaki. Legacy has
an agreement to use the brand
until August 2018, according
to a filing with the Securities
and Exchange Commission.
Legacy also has an agreement
with Robbie Fowler, an English
former soccer player, to use his
likeness to market courses on
real estate investment. It also
has an agreement with Martin
Roberts, a TV personality.
page 7
The pilot, as written, involves three test groups and a
control group each consisting of 400 securities.
The first control group would be quoted in five-cent
increments, although the stocks may trade at any increment currently permitted.
The second test group would be quoted in five-cent
increments and traded in five-cent increments. The second test group could also be traded at the midpoint between the national best bid and the national best offer.
In the second test group, retail investor orders could
be provided with price improvement that is at least half
a cent better than the best protected bid and the best
protected offer. In addition, the second test group would
allow for negotiated trades in increments of less than
five cents.
The third test group would follow the same quoting
and trading rules as test group two, subject to a trade-at
prohibition.
The trade-at provision would effectively prohibit
quoting and trading of wider tick sizes on dark exchanges or pools unless there was significant price improve-
tick size continued on page 4 >
Khosla affiliates set to acquire KiOR
by kelsey butler
About two months after a director resigned and warned of a bankruptcy filing, biofuel producer KiOR Inc.
(KIOR) has filed for Chapter 11 protection with plans to sell its equity through a reorganization plan.
The Pasadena, Texas, company submitted its petition in the U.S. Bankruptcy Court for the District of
Delaware in Wilmington on Nov. 9 to implement a restructuring agreement with a lender and shareholder
group comprising affiliates of Silicon Valley venture capitalist Vinod Khosla. The company’s nonoperational
Columbus, Miss., production facility, owned by a debtor subsidiary, is not included in the bankruptcy, the
company said in a Nov. 9 statement.
Judge Christopher S. Sontchi on Friday signed an interim order approving a $15 million debtor-in-possession financing from Khosla’s Pasadena Investments LLC. A final DIP hearing is set for Dec. 8.
The funding will support KiOR through its restructuring process.
Court papers filed Nov. 9 show that Khosla affiliates including Pasadena have agreed to serve as stalking-horse bidder for KiOR’s equity under a reorganization plan. The lead bid, which would be subject to
higher and better offers for the debtor’s assets, also comes from first-lien lender KFT Trust and second-lien
kior continued on page 6 >
Complete index to the
latest news page 2
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2 the DEALFLOW REPORT Tu e sday N ovember 18 2014
INDEX
Editor-in-Chief
Adam Steinhauer ([email protected])
MARKET UPDATE
01 Tick size pilot said to be too complicated.
Managing Editor
Meghan Leerskov ([email protected])
01 Khosla affiliates set to acquire KiOR.
Senior Editors
Donna Horowitz ([email protected])
Dan Lonkevich ([email protected])
07 Rich Dad brand conference company goes public in shell merger.
Associate Editors
Bill Meagher ([email protected])
Kirk O’Neil ([email protected])
08 Dendreon unveils debt-for-equity swap.
DEALFLOW
Researchers
Roger Dent ([email protected])
THomas Park ([email protected])
JAmes Summitt ( [email protected])
Eric Vermilya ([email protected])
09 Biotechnology Value Fund leads $43.4M PIPE by GTx.
09 Welsh Carson invests in Revel Systems.
10 USA Compression gets ATM for up to $150M.
10 On Deck takes swing at NYSE listing.
14 Wall Street, 15th Floor
New York, NY 10005
11 Intrepid Aviation flies toward IPO.
T: (888) 667-3325
Outside U.S.: (212) 313-9251
11 Peak readies run at IPO.
E: [email protected]
The DealFlow Report® is published on Tuesday of every week,
except the Tuesdays following New Year’s, Independence
Day, the first week of August, Thanksgiving, and Christmas
(47 issues). The DealFlow Report is a trademark of The Deal.
Data is provided by PrivateRaise, a service of The Deal, unless
otherwise noted.
12 Southcross Energy gets ATM for up to $75M.
REGULATORY UPDATE
13 Crowdfunding portal Eureeca fined.
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13 Former DGSE CEO ordered to repay company after accounting scandal.
DATES & DEADLINES
14
The DealFlow Report is a general-circulation publication. No
data herein should be construed to be recommendations to
purchase, retain, or sell securities, or to provide investment
advice of the companies mentioned or advertised. No fees
are accepted for publishing any editorial information. The
Deal, its subsidiaries, and its employees may, from time to
time, purchase, own, or sell securities or other investment
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publication.
SMALL CAP EQUITY FINANCE ACTIVITY
15
ISSUER INDEX
34
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THE DEAL ECONOMY EVENT
Predictions & PERSPECTIVES for 2015
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4 the DEALFLOW REPORT Tu e sday November 18 2014
MARKET UPDATE
< tick size from page 1
ment. Under the trade-at prohibition, a trading
center that was not quoting would be prevented
from price matching protected quotations. A
trading center that was quoting at a protected
quotation would be permitted to execute the
order.
Currently, dark pools and exchanges that
do not quote are permitted to step in front of
a price quotation and offer a slightly higher or
lower price, effectively preventing the protected quotation from closing.
The trade-at prohibition was added to the
study out of concern that unless lit exchanges
were protected, more retail investor trading
would migrate to dark pools.
Small cap interests are worried that the
trade-at prohibition adds unnecessary complication and could ultimately doom an important
study that might otherwise help resuscitate the
market for small cap stocks.
The trade-at prohibition is effectively a preference for the lit markets over the dark markets,
observers said.
“The SEC has a predisposition for lit exchanges” because they’re more transparent
than dark pools and exchanges, said Steven
Glass, CEO of Zeno Consulting Group LLC, a
consulting firm that advises asset owners on
their trading processes.
The SEC believes “there needs to be a significant value from trading on the dark exchanges
to justify the lack of transparency,” he said.
The commission has been examining the
possibility of a trade-at rule since at least 2010,
long before the Jumpstart Our Businesses
Startups Act of 2012 made a tick size pilot a
policy goal, Glass said.
Canada and Australia have their own tradeat prohibitions and have seen the amount of
trading on dark markets and pools decline
sharply.
“To the extent that exchanges that have
seen some of their trading market drained by
the dark markets and pools have lobbied for a
trade-at rule, they have found a receptive audience at the SEC,” Glass said. “The idea of the
tick size pilot appears also to be convenient way
for the SEC to explore the usefulness of a tradeat rule.”
For his part, Glass said a trade-at rule may
be essential to maximizing transparency and
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preventing the widest spreads from migrating
to the dark markets to hide.
“If you simply widen tick sizes without a
trade-at rule, you run the risk of pushing more
trading to the dark markets,” he said. “I don’t
think they would want to put in place a program
that inadvertently pushes money into the dark
market.”
Nevertheless, Glass said the trade-at rule
has increased the complexity of the pilot and
may have unintended consequences of its own.
He and other critics of the pilot study also
say that its proposed duration of one year may
be too short.
“It’s gotten very complex and it’s only a year,”
Glass said. “I wonder whether or not there’s
going to be enough data to draw conclusions
from.”
In addition, the pilot will require a “non-trivial amount of effort by market makers” and they
may not be willing to do it, he said. “There’s a
cost-benefit analysis. You might get results that
are skewed. In spirit, I like the idea of studying
this. My concern is there are so many exceptions.”
Glass’s assessment of the tick size pilot and
trade-at rule is shared by Spencer Mindlin, an
analyst at Aite Group LLC, a research and advisory firm focused on business, technology and
regulatory issues and their impact on the financial services industry.
Mindlin, who is based in Washington, said
the trade-at prohibition deserves its own pilot
study rather than to be a part of the tick size
pilot.
“If you take a step back to look at the impact
of trade-at, it’s potentially very anti-competitive,” he said. “One of the beauties of the U.S.
market is it’s competitive balance. You can
trade anywhere on an exchange or a dark pool.
By implementing trade-at, you’re hampering
competitiveness. It’s a draconian approach.”
While Mindlin allowed that a higher minimum tick size may facilitate more interest in
small cap stocks, he said “I don’t buy the leap
that it means more IPOs. Small cap companies
still have little confidence in the market.”
A higher minimum tick size won’t facilitate
improved price discovery unless the typical
quote spread of a particular stock is wider than
the target minimum tick size, Mindlin said.
“Advocates of the trade-at rule, however,
purport that it will improve price discovery by
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< Index >
Aite Group's Spencer Mindlin
pushing more volume into the lit markets, but I
would say neither is likely to lead to significantly more IPOs,” he said.
A tick size pilot without the trade-at rule still
may be worth doing, Mindlin said.
“If the goal is to stimulate trading in small
cap stocks by increasing the market maker’s
profits by increasing tick size increments, it
shouldn’t matter whether or not the orders
are executed in lit markets, dark pools or from
some payment for order flow arrangement with
a dealer,” he said.
“The broker’s obligation of best execution
can already be evaluated, since Regulation
NMS requires all trades to be printed to the tape
regardless of where they were executed. In fact,
the ability to trade blocks of small cap stocks in
alternative trading venues may increase given
the larger minimum tick size, which should result in lower transaction costs.”
For his part, David Weild, the founder and
CEO of IssuWorks Inc., said the SEC is wise to
experiment with the trade-at rule to see how it
affects the market, but it would be better if it
was separated from the tick size pilot.
“These guys are all direct beneficiaries of
the current system,” Weild said, referring to
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5 the DEALFLOW REPORT Tu e sday N ovembe r 18 2014
MARKET UPDATE
< Previous
both the exchanges who designed the pilot and
the dark market critics. “All the exchanges are
on the high-frequency-trading gravy train.”
Weild, a former vice chairman of the Nasdaq
Stock Market, has advocated for wider tick sizes. His research was included in a 2011 advisory
committee report the Treasury Department on
how to improve the IPO market.
“The idea for the tick size pilot came from
yours truly,” Weild said. “I don’t know why they
don’t ask people who don’t have a dog in the
fight to design it or at least have a seat at the
table. It’s ridiculous that they let the exchanges
do it.”
Moreover, Weild said that the pilot’s experimentation with nickel tick sizes is insufficient
and that it also should test a dime tick size.
“I think it’s a good idea to look at everything,”
he said.
Jeffrey Solomon, CEO of investment bank
Cowen & Co., also called the trade-at rule an
unnecessary distraction. He served on the Equity Capital Formation Task Force that came up
with the concept of a tick size pilot as part of
the JOBS Act.
The task force “didn’t ask for the trade-at
rule,” Solomon said.
He also noted that the trade-at group in the
pilot was “laced with exceptions.”
Solomon said he’s concerned that a pilot
study with the trade-at provision “will crater
under its own complexity.”
“Opponents of the pilot will then be able
to say, ‘See. We tried and it doesn’t work,’” he
said.
Moreover, the controversy over the trade-at
rule may not be the worst problem with the tick
size pilot study, according to Solomon.
The one-year length of the study may be a
bigger issue.
“I’m deeply concerned about that,” he said.
“Our comment letter will recommend a minimum of three years.”
IssuWorks’ Weild said he originally called for
a five-year pilot.
Solomon said that a longer study would be
preferable because the market will need time to
develop the infrastructure to properly test the
wider tick sizes.
“Most of the trades done today are through
algorithms, not even just by high-frequency
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traders,” he said. “If I go to a retail broker for a
trade, they’ll immediately ask me if I want VWAP
(volume weighted average price) pricing. Then
they put the order into an algorithm.
“All algorithmic trading models rely on first
observing human behavior and then the machines learn to replicate it.
“If we go to the market with wider ticks,
where you can only trade at this price or that
price or the midpoint, I fully expect for the first
several months there will be limited algorithmic trading and there will be a big drop-off in
volume. Then, after a few months of watching
human behavior, they’ll be able to develop new
algorithms. For three to six months, you’re going to have a lack of algorithmic involvement.
“If the pilot is only a year, I am concerned
that a quarter to half of the results are going to
be skewed by this lack of algorithmic involvement. There will be a hew and cry about how illconceived the pilot is.”
The costs of developing the algorithms may
be prohibitively expensive if the return on investment is only over a year, Solomon said.
Also, a longer study might be more likely to
allow larger tick sizes to be observed in both up
and down markets.
James Angel, a professor of finance at
Georgetown University, said that, ideally, the
pilot would follow the market through a full economic cycle with a downturn and a recovery.
A longer time frame is required to allow the
market to re-build the infrastructure that used
to support small cap stocks, he said.
“The idea is if we bring back a wider tick,
we’ll bring back the old ecosystem that supported small cap companies,” Angel said. “But
it took time to kill the old ecosystem, and it will
take time to rebuild it.”
Meanwhile, many in the small-cap market
are scratching their heads about what the pilot
study is designed to accomplish.
“It’s ridiculously complex,” said Jack Hogoboom, a partner and vice chairman of the life
sciences practice at law firm Lowenstein Sandler LLP. “You almost have to be a back office
expert to know what they’re talking about.”
Hogoboom said the market’s complexity,
more than tick size, may explain why the ecosystem for small cap stocks went away in the
first place.
“All the dark pools and dark markets didn’t
exist in the glory days of the IPO market in the
back
< Index >
IssuWorks’ CEO David Weild
‘80s and ‘90s,” he said. “They’re incredibly effective competitors. The problem is much more
complicated than the tick size is too small. The
whole market has changed.”
Hogoboom also noted that the tick size pilot
study, as it’s currently proposed, would include
companies with market values of up to $5 billion.
“I don’t think of a $5 billion market cap company as a small cap,” he said. “All the companies
in the study are subject to an automated quotation system. I’m not sure it’s capturing what
it’s intended to capture. I don’t really know if
the study subject is the market everyone is concerned about. It doesn’t seem relevant to the
problem at hand.”
Hogoboom also questioned how the SEC will
judge the success of larger tick sizes in increasing liquidity.
“What are they going to be measuring? What
are the criteria? The description I saw didn’t say
anything about that.”
Hogoboom said he’s unconvinced that smaller tick sizes are really responsible for the dearth
of IPOs over the past 14 years.
“There’s no proof that a penny tick size has
caused the IPO market to shrink,” he said. “And
haven’t we had an incredible year-and-a-half
run of IPOs? Is there really a problem?” n
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MARKET UPDATE
< kior from page 1
lenders Khosla Ventures III LP and VNK Management LLC.
KiOR spokeswoman Jennifer E. Mercer said
Pasadena Investments would forgive $16 million in debt under the deal. Court papers show
any remaining first-lien debt would be converted to exit financing, and second-lien debt
could be converted to new equity or canceled.
The Khosla group would assume all outstanding
liabilities under the company’s leases and all
postpetition accounts payable under the deal.
The aggregate liabilities were unclear from
court papers.
Under proposed bidding procedures, interested parties would have until Dec. 15 to offer
at least $17.14 million for substantially all of
KiOR’s assets.
If KiOR received more than one competing
offer by the bid deadline, it would conduct an
auction on Dec. 17, at which bids would have to
increase in increments of at least $250,000.
The stalking horse would be entitled to expense reimbursement if beat out at auction. The
debtor proposed a Dec. 22 sale hearing in the
event of a rival bidder winning, with such a cash
deal closing by Jan. 15. If the stalking horse
won, KiOR would look to confirm its plan by Feb.
12 and exit Chapter 11 by Feb. 27.
KiOR has not filed the plan, but a term sheet
shows third-lien lenders and shareholders
would be wiped out, while general unsecured
creditors would receive interests in a trust holding causes of action. Continuing trade creditors
also would receive a 50% cash payment on the
effective date, while unsecured creditors owed
less than $5,000 would receive just the 50%
payment.
Pasadena’s DIP, meanwhile, would mature in
six months and be priced at 7.5%. Mercer said
the financing is new money.
The debtor, which makes biofuel from organic waste products such as wood chips and
nonfood crops, has been plagued by operational issues such as structural design bottlenecks
and mechanical problems. It suspended operations at its biofuel production site in Columbus
in January, and in August announced that absent additional financing it would not be able to
meet its obligations past Sept. 30 and would be
forced to file for bankruptcy.
The alternative energy company since May
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has been evaluating strategic alternatives, including a sale, with advisers from Guggenheim
Securities LLC, the investment banking and
capital markets business of Guggenheim Partners LLC.
KiOR’s facility, completed in April 2012, was
designed to produce 13 million gallons of biofuel annually, but it produced less than 1 million
gallons during 2013.
KiOR warned in an Aug. 11 Securities and
Exchange Commission filing that it “does not
believe it can restart the Columbus facility on
an economically viable basis at this time and
therefore cannot be certain as to whether it
will be able to successfully secure additional
financing or the ultimate timing of such additional financing.”
According to the Form 10-Q, the biofuel producer entered into a protective advance loan
agreement with Khosla and his KFT Trust vehicle
in July, which provided for up to $15 million in
cash advances due Oct. 31 with 8% PIK interest.
KiOR had drawn $6.9 million under that agreement as of July 31. KiOR said in the 10-Q that, if
it received the full amount available under the
loan agreement, it would be able to sustain its
operations through Sept. 30.
The Protective Advance agreement was intended to replace a $15 million cut in funding
potential under an agreement to provide up to
$25 million in senior secured promissory notes
as long as the company met certain milestones.
KiOR drew the full $10 million possible under
that agreement. The notes are priced at 8% and
mature on April 2, 2017, unless the noteholders
want to be paid sooner.
Another tranche of financing under a previous agreement with Khosla would have been
available if KiOR raised at least $400 million
in additional financing, an outcome the company dismissed as “unlikely to come in the near
term.”
In addition, before the filing KiOR was operating under a forbearance agreement related
to a $69.4 million loan due Sept. 30 from the
Mississippi Development Authority. The agency
agreed to forbear through Oct. 31 on its no-interest loan after KiOR missed a $1.875 million
semiannual payment that was due on June 30.
Court papers show Khosla affiliates were
owed $159 million as of the petition date, with
affiliates of Alberta Investment Management
Corp. owed roughly $77 million. Specifically,
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< Index >
venture capitalist Vinod Khosla
KiOR has $16.27 million in first-lien debt, with
the trust as agent; $95.7 million in 2013 secondlien notes, with Khosla Ventures III as agent;
$10.4 million in 2014 second-lien notes, with
the trust as agent; and $115 million in third-lien
debt, with 1538731 Alberta Ltd. as agent.
SEC filings show KiOR reported $58.27 million in assets and $261.31 million in liabilities
as of June 30. By July 31, it had just $800,000 in
cash and cash equivalents.
During the quarter ended June 30, the company recorded a net loss of $24.44 million on revenue of $231,000. In the same quarter last year,
KiOR lost $38.49 million on $239,000 in revenue.
The company’s largest unsecured creditors
listed in court papers include Wilmer Cutler
Pickering Hale and Dorr LLP (owed $1.31 million), IntraLinks Holdings Inc. ($296,876), PricewaterhouseCoopers LLP ($147,901), Southern
Ionics Inc. ($142,921) and Leidos Engineering
LLC ($121,893). KiOR owes trade creditors a total of $3.3 million.
KiOR is backed by Khosla, counts Bill Gates’
Gates Ventures LLC among its investors, and
had former U.S. Secretary of State Condoleezza
Rice on its board until December. KiOR shares,
traded on the OTC Pink exchange, were down
62% the afternoon of Nov. 10 to 2.8 cents.
Debtor counsel John H. Knight at Richards,
Layton & Finger PA could not be reached for
comment. Michael J. Merchant and Amanda R.
Steele of Richards Layton and Edward Ripley
and Mark Wege of King & Spalding LLP are also
debtor counsel. n —Lisa Allen contributed to
this report.
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MARKET UPDATE
Rich Dad brand conference company goes public
Brand based on ‘Rich Dad Poor Dad’ book
by Meghan Leerskov
Legacy Education Alliance Inc.
(PRCD), which runs a financial education brand based on the best-selling book “Rich Dad Poor Dad,” went
public in a reverse merger with a
shell company.
Cape Coral, Fla.-based Legacy
provides seminars, online courses,
mentoring and data subscriptions
to teach financial savvy through
the Rich Dad brand. Rich Dad is
based on the teachings of self-help
author Robert Kiyosaki. Legacy has
an agreement to use the brand until August 2018, according to a Nov.
10 filing with the Securities and Exchange Commission.
Legacy also has an agreement
with Robbie Fowler, an English former soccer player, to use his likeness to market training courses on
real estate investment. That agreement expires next January.
The company has a marketing
agreement with Martin Roberts, a
British television personality and
author of “Making Money from
Property,” as well.
Legacy was formerly part of
the financial education company
Tigrent Inc., which was founded in
1992. Legacy has 202 full-time employees in the U.S., U.K. and Canada, plus contracted coaches.
The company’s financials improved in the first half of the year,
after it settled a lawsuit against Rich Dad Operating Co. LLC, which leases the Rich Dad brand
to Legacy.
The lawsuit had claimed that Kiyosaki and
others were promoting a series of live seminars
and related products, known as “Rich Dad:GEO,”
that infringed on Legacy’s exclusive license
agreement.
Under the settlement reached in April, Rich
Dad Operating agreed to halve the royalty payable by Legacy to 2.5% for 2014, canceled about
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$1.3 million in debt Legacy owed, forfeited its
right to appoint a member to the Legacy board
and repaid Legacy’s legal fees.
As a result, Legacy’s net income quadruped
in the first half of the year to $7.77 million from
$1.815 million in the first half of 2013.
Legacy has several other lawsuits ongoing,
according to its filing, including one in which it
is trying to recoup $8.3 million in reserve funds
in connection with credit card processing agreements.
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< Index >
Representatives of Legacy
could not be reached for comment.
Tigrent is still Legacy’s largest shareholder, with an 80%
stake after the reverse merger.
Andrew Glashow, founding partner of Scarsdale, N.Y.-based New
World Merchant Partners LLC,
owns 7.2%.
Legacy CEO Anthony Humpage has been with the company
since 2012. He was previously
CFO of Rich Dad Operating.
Humpage is a significant shareholder in Legacy, according to
the merger filing.
“We are pleased that we have
been able to consummate this
transaction,” he said in a Nov.
10 statement. “We look forward
to leveraging this transaction to
facilitate our future growth and
development plans.”
Chairman Murray Indick has
been with the company since
2007. He is also senior counsel
at the law firm Crowell & Moring
LLP in San Francisco. Indick cofounded investment firm Prides
Capital Partners LLC, which
has held large stakes in Legacy
through an affiliate, according to
the filing.
Shares of Legacy are still
listed under the shell company
Priced In Corp.’s ticker on the
OTC Bulletin Board and OTCQB, but have not yet
traded. The company has applied to change its
symbol to LEAI.
Priced In had planned to launch a website for
group-buying deals, like Groupon Inc. (GRPN),
but never became operational. In July, Jay Lasky,
the owner of a Helly Hansen oceanwear store in
Newport, R.I., paid $344,500 for a controlling
stake in the shell.
The law firm Herrick, Feinstein LLP in New
York advised on the reverse merger. n
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MARKET UPDATE
Dendreon unveils debt-for-equity swap
by jamie mason
Dendreon Corp. (DNDN) filed for Chapter 11 on
Nov. 10 with plans to cure its ailments through either a sale or a reorganization of the company.
The Seattle biotechnology company and
three affiliates submitted petitions in the U.S.
Bankruptcy Court for the District of Delaware
in Wilmington. Judge Peter J. Walsh Wednesday
approved joint administration of Dendreon’s case
with those of its affiliates, along with other firstday motions.
Walsh is set to consider approval of the company’s plan support agreement and proposed bidding procedures at a Dec. 9 hearing.
Dendreon, which focuses on cancer treatment, filed for bankruptcy protection after reaching an agreement on the terms of a restructuring
with holders of 84% of its 2.875% convertible
senior unsecured notes. The company owes $620
million on the notes, which come due Jan. 15,
2016. Bank of New York Mellon Trust Co. NA
is the indenture trustee on the notes. Deerfield
Management Co. LP is the largest noteholder,
holding roughly 36% of the debt.
Under the plan support agreement, the company will explore both a sale of its assets under
Section 363 of the Bankruptcy Code and a recapitalization through a reorganization plan. Buyers
can choose to either buy substantially all of the
company’s assets or backstop a restructuring
plan.
Proposed bidding procedures call for qualified
bidders to offer at least $275 million for the company’s assets. If looking to backstop a restructuring plan, interested parties also must provide at
least $275 million.
Dendreon doesn’t have a stalking-horse bidder in place but could name one by Dec. 29, according to the bidding procedures. If it did, the
lead bidder would be entitled to up to a 3% breakup fee and up to $1 million in expense reimbursement if it lost at auction.
Competing bidders would have until Jan. 27 to
deposit 10% and top the stalking-horse bid by $1
million plus the amount of the breakup fee and
expense reimbursement.
If Dendreon received multiple offers, it
would hold an auction by Feb. 3, at which bids
would have to increase in increments of at least
$250,000.
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Walsh would preside over a Feb. 10 sale hearing.
If Dendreon received no qualified bids, it
would convert the $620 million in notes into
100% of the equity in the reorganized company,
court documents said.
Administrative claims, priority tax claims
and other priority claims would be repaid in full,
along with any secured claims. General unsecured creditors likely would receive cash, and
equity holders would be wiped out.
“Whether the restructuring takes the form of
a standalone recapitalization or a sale of the company or its assets, we are confident that this process will allow [Dendreon’s] Provenge to remain
commercially available to the patients and providers who have come to rely on this revolutionary personalized cancer immunotherapy,” CEO W.
Thomas Amick said in a statement Nov. 10. “We
are pleased to have the support of a substantial
majority of our senior noteholders through this
restructuring and sale process.”
The company said it had $100 million in cash
as of Nov. 7, giving it sufficient liquidity to fund
its stay in Chapter 11 without needing to raise
any incremental financing.
The company’s first commercialized cancer
immunotherapy product, Provenge, was approved in 2010 by the Food and Drug Administration for the treatment of metastatic prostate cancer. There were high hopes for the drug, which
went on the market in May 2010 and was expected to generate $4 billion in revenue by 2020, but
the long and rocky road to approval, high cost of
goods, fierce competition and a complex process
to administer the therapy—which frustrated patients—combined to whittle those dreams down.
Dendreon has cut costs significantly over
the past few years, mostly by slashing personnel, starting with a 25% reduction in September
2011. In July 2012, it announced a restructuring
to reduce its head count by 600 full-time and contractor positions. It also released plans to close
its Morris Plains, N.J., manufacturing facility and
make changes in its commercial operations. In
its third-quarter 2013 financial report, Dendreon
announced a layoff of 150 employees. It now has
about one-third the number of employees it had
at its peak, with roughly 700 employees.
Last year, the company also embraced a new
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account-based commercial model, focused on
large account management and retained JPMorgan Securities LLC and Merrill Lynch, Pierce,
Fenner & Smith Inc. to assist it with exploring a
sale, but ultimately Dendreon received no bids.
Dendreon also got a new president and CEO
on July 28—Amick—replacing John H. Johnson,
who left the company in June.
The company hired restructuring firm AlixPartners LLP and investment bank Lazard earlier this year over concerns centered on its highly
leveraged capital structure and its inability to
generate positive free cash flow in the near term.
It also hired Trinity Partners LLC, a life science
strategic consulting firm, to prepare a valuation
report and develop independent revenue forecast models.
In its latest Form 10-Q, filed Monday, Dendreon reported a $73.72 million net loss on
$224.11 million in revenue for the nine months
ended Sept. 30. The company lost $208.06 million
on $208.91 million over the same period a year
earlier. Dendreon listed $340.26 million in assets
and $660.73 million in liabilities as of Sept. 30.
Other than its unsecured noteholders, unsecured creditors include Savvis Communications
Corp. of Chicago (owed $545,334), the American
Red Cross of Pasadena, Calif. ($319,443), Vogel
Farina LLC of New York ($255,280), Cisco Systems Capital Corp. of Los Angeles ($252,814)
and Blood Centers of America Inc. of Boston
($190,650), the petition said.
The stock, which trades on Nasdaq, was down
more than 76% on Nov. 10, to 22.5 cents. It closed
Nov. 7 at 94.2 cents. Dendreon is 8% owned by
BlackRock Inc. and 5.8% owned by Vanguard
Group.
Ken Ziman and Felicia Gerber-Perlman lead
a debtor counsel team at Skadden, Arps, Slate,
Meagher & Flom LLP.
Skadden partners Graham Robinson, Cliff
Gross and James Carroll and counsel Laura Knoll
lead Skadden teams advising on other aspects of
the case. Sven Pfeiffer of Lazard is Dendreon’s
investment banker.
Steven Gartner, Gregory Astrachan and John
Longmire of Willkie Farr & Gallagher LLP are
advising Deerfield, while Steven Pohl of Brown
Rudnick LLP represents other unidentified noteholders. n
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9 the DEALFLOW REPORT Tu e sday Novembe r 18 2014
DEALFLOW
Biotechnology Value Fund leads $43.4M PIPE by GTx
Financing will support clinical trials of drugs to treat breast and prostate cancer
by dan lonkevich
Biotechnology Value Fund LP and affiliates led a $43.4 million private
placement investment in GTx Inc. (GTXI) to fund its development of treatments for breast and prostate cancers and cancer-related illnesses.
Memphis, Tenn.-based GTx is issuing 64.3 million units, each consisting of a common share and a warrant to purchase a common share. The
units are priced at 67.5 cents, which is an 18.4% premium to the price
where GTx shares closed Nov. 7.
The four-year warrants will have an exercise price of 85 cents.
The amount being raised in the private placement is slightly more than
GTx’s market capitalization.
Shares of GTx, which are listed on the Nasdaq Global Market, fell 1
cent to 56 cents in midafternoon trading on Nov. 10, after the private
placement was announced.
Biotechnology Value Fund, which is managed by San Francisco-based
BVF Inc., is a new investor in GTx, GTx chief legal officer Henry Doggrell
said. BVF will be making the investment through four of its funds.
Welsh Carson invests in
Revel Systems
Revel Systems said Nov. 11 it secured $100 million in Series C funding, including a $65 million
investment from Welsh Carson Anderson &
Stowe LP, as well as a $25 million equity line
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Other investors include GTx chairman J.R. Hyde III, who previously
owned a 32% stake in the company, and Pyramid Peaks Foundation,
which previously owned 8%.
The money raised in the private placement will be used to support two
clinical trials beginning in the first half of next year, Doggrell said. GTx
expects initial results from the trials in the second half of 2016.
The capital raised in the private placement should last at least through
2016, Doggrell said.
GTx’s lead product enobosarm is being developed for the targeted
treatment of estrogen receptor (ER) positive and androgen receptor (AR)
positive breast cancer, as well as AR positive triple negative breast cancer. Results from a Phase 2 trial of enobosarm demonstrated clinical benefit at six months, the company said in June.
GTx’s financing is at least the ninth private-investment-in-public-equity financing that BVF has participated in since 2011.
In February, BVF invested $10 million in a $20 million PIPE by Regado
Biosciences Inc. (RGDO). n
from the private equity firm.
The San Francisco company has said the deal
values it at $400 million, according to news reports, though calls seeking comment were not
returned.
Revel Systems is a provider of an iPad-based
point of sales platform used by restaurants and
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retailers. The system executes functions such
as order entry, cash register and payment processing.
It also provides personnel scheduling, time
clock, payroll, inventory and menu manage-
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ment and several reporting features.
The company was founded in 2010.
In September, Revel announced its largest
technology transaction, saying it would provide
iPad POS systems at Smoothie King, a beverage
retailer with more than 700 locations.
In a press release, Revel said that it was partnering with Welsh Carson because of the firm’s
expertise in B2B operations, including payment
industry processing technologies.
In July 2007, Welsh Carson paid $56 million
for an investment in Paycom.net LLC, a cloud
computing-based payroll software provider.
The company went public in July as Paycom
Software Inc. (PAYC), and though it wasn’t an
immediate success, has fared well lately. It
trades at about $22 a share, up from its initial
public offering price of $17.
Welsh Carson is selling TransFirst Inc., another payroll processing provider, to Vista Equity Partners for a reported $1.5 billion, including
debt. Welsh Carson invested in the operation in
June 2007, paying $683 million, and has taken
at least one dividend out of the company during
its ownership.
Meanwhile, Welsh Carson also touted its
performance regarding returns to investors. The
firm said it has closed its sale of Matrix Medical
Network, a Scottsdale, Ariz., based provider of
medical assessment services to Medicare Advantage programs, to Providence Service Corp.
(PRSC).
The transaction netted Welsh Carson $400
million, with $360 million cash and the rest in
Providence stock. The firm said that represented a 3.1 times investment multiple and a 46%
internal rate of return.
Welsh Carson, speaking to the accommodating market for exits lately, noted that it has
executed four sales of portfolio companies, as
well as two IPOs, including the TransFirst debt.
In all, Welsh Carson, which has $20 billion of
capital, noted that since the beginning of 2013,
amid a flurry of capital events, it has distributed
to investors a $5.42 return on every dollar they
invested.
USA Compression gets ATM
for up to $150M
USA Compression Partners LP (USAC), a pro-
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vider of natural gas compression services for
the oil and gas industry, said it received a $150
million at-the-market offering facility to provide working capital for general partnership
purposes, including repayment of debt, acquisitions and capital expenditures.
The Austin, Texas-based company will have
a right to sell its common units through the
selling agents on a best-efforts basis. USA
Compression will have the right to establish a
minimum per share purchase price.
The facility was underwritten by UBS AG,
Raymond James & Associates Inc., RBC Capital
Markets and SunTrust Robinson Humphreys.
The amount of the facility represents a
21.6% stake USA Compression, which had a
market value of $694.2 million before the ATM
agreement was announced Thursday.
Shares of USA Compression fell $1.55 to
$20.63 on the New York Stock Exchange after
the financing was disclosed.
Natural gas compression systems are used
to transport natural gas from wells to gathering
and pipeline systems, and to maintain production as reservoir pressure declines.
Representatives of USA Compression
couldn’t be reached for comment.
The law firm of Vinson & Elkins LLP advised
USA Compression, while the law firm of Latham
& Watkins LLP advised the underwriters.
This was the first private-investment-inpublic-equity financing for USA Compression.
The company had cash and cash equivalents
of $7,000 as of Sept. 30, after posting net income of $16.4 million in the first nine months
of the year.
USA Compression had $509,681 in longterm debt.
On Deck swings for NYSE
Small-business lender On Deck Capital Inc. has
filed to list on the New York Stock Exchange,
looking to raise up to $150 million in new capital
to take advantage of the burgeoning nonbank
lending market.
The New York company, which has received
venture funding from a number of investors including billionaire Peter Thiel and Google Ventures, said Nov. 10 in a Form S-1 registration
filed with the Securities and Exchange Commission that it would look to list its shares under
the ticker ONDK.
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It did not provide a price range on the shares
or specify how many shares it would offer.
In the filing, the company touted the growing nonbank and small-business lending market, which it said was “vast and underserved.”
The company cited data from management
consulting firm Oliver Wyman Group, a unit of
risk management and insurance brokerage firm
Marsh & McLennan Cos., asserting there potentially is $80 billion to $120 billion in unmet
demand for small-business lines of credit in the
U.S.
On Deck, launched in 2007 by financial software engineer Mitch Jacobs, provides loans and
services to small businesses such as hair salons
and doctors, particularly in California, Florida
and New Jersey.
The company will look to continue to enlarge its business following the IPO, keeping
pace with the growing nonbank lending industry, which has been buoyed by big banks scaling
back their personal and small-business lending operations after the financial crisis. These
banks are under new regulatory pressure that
make it more difficult to issue and originate
new loans.
To that end, On Deck has seen rapid growth
over the past two years. In 2013 the company
originated $458.9 million of loans, representing year-over-year growth of 165%, and in the
first nine months of 2014, it originated $788.3
million of loans, representing year-over-year
growth of 171%.
That growth profile has led investors to On
Deck before. Earlier this year, the company
raised $77 million in an equity round led by
Tiger Global Management LLC, bringing its
total venture backing to $180 million. Some of
On Deck’s most notable investors include SAP
Ventures, Contour Venture Partners and former
American Express Co. CEO James Robinson III,
as well as PayPal Inc. co-founder Thiel and the
venture arm of Google Inc. (GOOG).
On Deck expects to use proceeds from the
offering for general corporate purposes as well
as to invest in or acquire complementary technologies, solutions or businesses and for targeted international expansion.
While nonbank lending has been a hot area—Kabbage Inc., an Atlanta online financing
technology and data company, recently raised
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$50 million in Series D funding from investors
including SoftBank Capital in May and in April
secured a revolving three-year $270 million line
of credit from unnamed investors—On Deck
cautioned that its business has risks.
“Our recent, rapid growth may not be indicative of our future growth, and, if we continue
to grow rapidly, we may not be able to manage
our growth effectively,” the company said, adding that it has a “history of losses and may not
achieve consistent profitability in the future.”
In 2013, the company generated a net loss
of $24.4 million on $65.2 million in revenue, and
in the nine months ended Sept. 30, it posted
a net loss of $14.4 million on $107.6 million in
revenue. Its cash flows seem to be improving,
however, as the company posted positive Ebitda
in the third quarter ended Sept. 30 of $2.6 million and net income of $400,000.
If On Deck does go public, it may not be the
only small-business lender to do so in the coming months. LendingClub Corp., which provides
and facilitates peer-to-peer lending and recently launched a small-business lending operation,
also is preparing a potential 2014 IPO, which
reportedly could value the San Francisco company at more than $4 billion.
Morgan Stanley, Raymond James & Associates Inc., Bank of America Merrill Lynch, JPMorgan, Stifel, Nicolaus & Co., Deutsche Bank
Securities Inc., Needham & Co. and Jefferies
LLC are underwriting the On Deck offering.
Larry W. Sonsini, Tony Jeffries and Damien
Weiss with the law firm Wilson Sonsini Goodrich & Rosati PC provided outside counsel, as
did Christopher J. Austin, Andrew D. Thorpe and
Stephen C. Ashley of the Orrick, Herrington &
Sutcliffe LLP law firm.
The company’s general counsel is Cory
Kampfer.
On Deck did not respond to calls for comment.
Intrepid flies toward IPO
Intrepid Aviation Ltd. filed Wednesday for an
initial public offering, joining the wave of air
leasing firms looking for liquidity after a strong
run of success.
Stamford, Conn.-based Intrepid filed to raise
up to $150 million for purposes of determining
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its registration fee, but did not detail a number of shares to be sold or give an estimation
of price. The company’s principal shareholders
include Reservoir Capital Group LLC and Centerbridge Partners LP.
Intrepid is the owner of a fleet of 16 mostly
long-range Boeing Co. and Airbus SAS aircraft
with a book value of $1.7 billion as of June 30.
The planes are leased to 13 airlines including
Alitalia SpA, Air France SA, Skymark Airlines
Inc. and Air Namibia.
The company has commitments to purchase
17 more new aircraft by 2018, with leases in
place for 10 of the committed aircraft to join
airline fleets. Intrepid recorded a net loss of
$4.8 million on $73.2 million in revenue for the
six months ending June 30, 2014.
Intrepid is going public during a strong period of success for air leasing firms. Airline
customers flush with capital after a wave of
restructurings are racing to renew their fleets
with more fuel-efficient aircraft, and are increasingly turning to leasing firms instead of
acquiring new jets.
The company estimates that about 40%
of the global commercial fleet is under lease
today, compared to just 2% in 1980. Boeing’s
capital arm forecast that leasing will account
for more than half of the global fleet by the end
of the decade.
The filing continues a rush of activity among
air leasing firms. Earlier this year, AerCap Holdings NV (AER) completed a $5.4 billion deal to
acquire International Lease Finance Corp. from
American International Group Inc. (AIG), while
the massive air leasing arm of General Electric
Co. in October said it would buy IPO-candidate
Milestone Aviation Group for $1.78 billion.
Another large lessor, Avolon Holdings Ltd.,
has also filed to go public, and analysts have
predicted that additional IPOs and dealmaking
is likely due to heavy private equity interest in
the sector and the advantages of having scale.
Goldman, Sachs & Co., Bank of America
Merrill Lynch, Deutsche Bank Securities Inc.,
Jefferies LLC, RBC Capital Markets, Wells
Fargo Securities LLC, Credit Agricole CIB and
BNP Paribas are all listed as underwriters on
the offering.
Marc D. Jaffe and Erika L. Weinberg of the
Latham & Watkins LLP law firm are serving as
counsel to the company.
Michael Kaplan of the law firm Davis Polk &
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Wardwell LLP is acting as underwriter counsel.
Peak readies run at IPO
Ski resort operator Peak Resorts Inc. hopes to
cut its debt load by about 43%, lowering its high
cost of capital, with an initial public offering
that could raise around $100 million.
The bulk of Peak’s debt bears interest at
rates between 10% and 11%, and according
to one investment banker familiar with the ski
resort space, a capital cost in that range is not
uncommon for cold-weather resorts.
Investors and lenders “tend to see coldweather resorts as higher-risk than their alternatives. ... I think the risk factor is exaggerated
in the eyes of investors and lenders,” said the
investment banker, who requested anonymity.
The Wildwood, Mo., company in Securities
and Exchange Commission filings Nov. 10 said
it planned to sell 10 million shares at a price
between $9 and $11 per share, yielding an estimated $91.6 million in proceeds.
Peak Resorts plans to use those proceeds to
cut its long-term debt load to $99 million from
$174.8 million; the remainder of the proceeds
would go toward general corporate purposes,
acquisitions and a $5 million fee related to early
debt repayments to its lender.
The fee is linked to a debt restructuring
agreement, announced Nov. 10. The restructuring will allow for some early debt repayments,
extends certain maturity dates and gives lender
EPR Properties (EPR) a right of first refusal to
provide new financing, among other modifications.
Following the IPO, the company intends to
pay quarterly cash dividends of 13.75 cents per
share on its common stock beginning in February 2015. Shares would trade on Nasdaq under
ticker symbol SKIS.
Peak previously had aimed to launch an IPO
in 2011, but it delayed the effort due to volatile
market conditions.
The company operates 13 resorts—12 owned
by Peak as well—in the Midwest, Northeast and
Southeast. According to the investment banking source, Peak’s management team is a “very
sophisticated and intelligent group” of handson managers with a good understanding of their
core market.
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A second source familiar with the company
noted Peak’s IPO is priced “pretty high” in terms
of the company’s enterprise value as a multiple
of earnings.
Peak isn’t the only ski resort operator to
turn to the equity capital markets this year. Intrawest Resorts Holdings Inc. (SNOW), which
owns or has interests in seven ski resorts, received $29 million in net proceeds from an IPO
on Feb. 5 priced at $12 per share.
(Owner Fortress Investment Group LLC (FIG)
also sold 14.84 million shares, but Intrawest received no proceeds from the sale by the private
equity firm.)
The investment banking source said that,
generally speaking, cold-weather-oriented resort companies are “constantly” in talks with
their existing lenders and investors, and potential new lenders and investors, to find ways to
cut their cost of capital.
The second source, however, said the ski
resort industry is fragmented, with many companies owning just one or a few resorts. Unlike
Peak or Intrawest, most of them wouldn’t be in a
position to improve their financing cost through
an IPO.
Peak recorded $15 million in income on
$105.21 million in revenue for the fiscal year
ended April 30, compared with $16.92 million in
income on $99.69 million in revenue the previous year, $3.52 million in income on $82.04 million in revenue in fiscal 2012 and $16.77 million
in income on $97.59 million in revenue in fiscal
2011.
As of July 31, the company had $204.36 million in assets, including about $6 million in cash
and $10.96 million in restricted cash, and it had
$10 million in liquidity available under various
loan agreements. The company had $175.08
million in debt.
Peak noted in a Nov. 10 regulatory filing that
it relies on EPR Properties for most of its financing. The Kansas City, Mo., REIT has $3.9 billion
in investments in entertainment, recreation and
education properties.
Peak’s debt structure consists of $63.5 million in 10.93% secured notes due April 3, 2027,
related to its Attitash and Mount Snow properties; $42.91 million in 10% secured notes
due April 1, 2016, related to the Mount Snow
property; $47.03 million on a 9.98% secured
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credit facility due Oct. 29, 2027; $10.97 million
in 10.27% secured notes due March 10, 2027,
related to the Crotched Mountain property;
$4.55 million in 10.2% secured notes due Dec.
29, 2032, related to the Sycamore Lake property; $3.92 million in 4% secured notes due
Dec. 22, 2020, related to its Wildcat Mountain
property; and $2.2 million in other, unspecified
debt.
Substantially all of the company’s assets
serve as collateral for its long-term debt.
The debt restructuring will allow Peak to
prepay up to $76.2 million in debt, in exchange
for the prepayment fee of up to $5 million, as
long as it raises at least $44.9 million in proceeds from the IPO.
The deal also will cancel existing purchase
options EPR had for some of Peak’s properties
and replace them with options to purchase
the Boston Mills, Brandywine, Jack Frost, Big
Boulder and Alpine Valley resorts. The restructuring also will extend maturity dates on the
company’s loans related to those properties by
seven years and, separately, remove an option
to lower the interest rates on its debt if the company meets targets related to its debt service
coverage ratio.
Following the restructuring, EPR will have
the first right of refusal on any financing related
to new or existing properties for seven years.
After the IPO, Peak anticipated its three top
officers, CEO and chairman Timothy D. Boyd,
CFO Stephen J. Mueller and vice president Richard K. Deutsch, would own 24.8% of outstanding common shares.
The debt restructuring will release those
executives’ personal guarantee obligations on
certain debt instruments.
Peak said it will use some of the IPO proceeds left after paying down debt to make acquisitions. The company has grown through
acquisitions since 2002; in its biggest deal, it
paid $73.5 million plus $2 million of assumed liabilities to acquire its Mount Snow and Attitash
properties from American Skiing Co. in 2007.
Peak and EPR representatives didn’t respond
to requests for comment.
Similar to the IPO market, M&A market for
ski resorts has been anything but frozen this
year.
Colorado’s Durango Mountain Resort in October announced a planned sale to James Coleman, a managing partner of two New Mexico ski
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properties, for $35 million, or 7 times Ebitda.
Coleman also is buying Arizona Snowbowl in
Flagstaff, Ariz.
In addition, three ski deals took to the slopes
in September, the largest being Vail Resorts
Inc. (MTN)’s $182.5 million purchase of Park
City Mountain Resort from Powdr Corp.
Mammoth Resorts LLC also agreed to pay
$38 million for Snow Summit Ski Corp., and Intrawest acquired the remaining 50% interest in
Blue Mountain Ski Resort in Blue Mountains,
Ontario, for C$58 million ($51 million).
For some ski operators, however, the high
cost of capital may be insurmountable.
“I think a lot of ski resorts on the East Coast
and in the Northeast have issues,” the second
source said. “Maybe there will have to be some
restructurings” among those players.
Southcross Energy gets ATM
for up to $75M
Well Fargo Securities LLC, JPMorgan and RBC
Capital Markets are providing a $75 million atthe-market offering facility to Southcross Energy Partners LP (SXE) to reduce debt and make
acquisitions.
The Dallas natural gas transmission company
said the ATM facility had no agreed upon term.
It said each sale of securities under the ATM
would be subject to a soft floor. In addition, the
company will be able to establish a minimum
price for sales.
Southcross was advised on the transaction by
the law firms Latham & Watkins LLP, Gardere
Wynne Sewell LLP and Richards Layton & Finger PA.
The underwriters were advised by Baker
Botts LLP.
Representatives of Southcross couldn’t be
reached for comment.
This was the company’s second privateinvestment-in-public-equity financing after a
$40 million convertible preferred PIPE issued to
Charlesbank Capital Partners LLC in 2013.
The company had cash and cash equivalents
of $1.82 million as of Sept. 30, after posting a
third-quarter loss of $24.8 million.
Long-term debt totaled $457.9 million. n
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Regulatory Update
Crowdfunding portal Eureeca fined
Investors were not accredited, SEC says
by dan lonkevich
Eureeca Capital SPC, a crowfunding portal formed in the Cayman Islands,
has agreed to pay $25,000 to settle charges that it failed to take reasonable steps to verify the accredited status of U.S. investors.
The settlement was disclosed Nov. 10 in an administrative filing with
the Securities and Exchange Commission.
Eureeca allegedly allowed three U.S. investors to invest $20,000 in
four separate crowdfunded securities offerings. The investors and investments were not identified.
Eureeca said on its website that the crowdfunding opportunities
on its eureecacapital.com website were only available to non-U.S.
investors, according to the SEC. Still, Eureeca allowed the three who
identified themselves as U.S. investors to register on the website and
invest.
Two of the investors were allowed to self-certify that they were accredited by e-mail. The third was allowed to invest without certifying that
they were accredited.
The SEC charged Eureeca with willful violations of Sections 5(a) and
5(c) of the Securities Act and with willful violations of Section 15(C).
The commission said it accepted Eureeca’s offer to settle the matter
because it took immediate remedial actions after being approached by
securities regulators.
Eureeca was not registered with the SEC.
Numerous crowdfunding portals like Eureeca, which host online offerings of unregistered securities, have launched since the passage of
the Jumpstart Our Business Startups Act in 2012.
The JOBS Act included provisions that were meant to allow crowdfunded securities offerings that would be open to unaccredited investors.
However, the SEC has not yet made rules to implement those provisions,
so portals like Eureeca have generally restricted themselves to marketing securities to accredited investors.
The Securities Act generally defines an accredited investor as a person
whose annual income exceeds $200,000, or $300,000 with their spouse,
or who has a net worth of at least $1 million, excluding the value of their
primary residence.
SEC officials couldn’t be reached for comment on the action and
whether similar actions are likely to follow against other crowdfunding
portals.
The action against Eureeca “is one of a few I’m aware of,” said Douglas
Ellenoff, a member of law firm of Ellenoff Grossman & Schole LLP, who
has advised several crowdfunding platforms on securities law. The action
“is consistent with the inquiries we’re getting from regulators on behalf
of our own clients with no fallout.”
With the action, the SEC “is reminding people that when they use the
Internet to raise money, they have to follow the rules,” Ellenoff said.
Other enforcement actions are likely to follow against other crowdfunding portals, although the problem of portals admitting nonaccredited investors is “not pervasive,” he said.
“The funding platforms I know of have spent the better part of the last
two years informing themselves about the rules of the JOBS Act and are
trying to comply,” Ellenoff said.
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Former DGSE CEO ordered to repay company
L.S. Smith to reimburse jewelry company for compensation based on faulty accounting
by dan lonkevich
Dr. L.S. Smith, the former chairman and CEO
of DGSE Companies Inc. (DGSE), was ordered
Wednesday to reimburse the Dallas jewelry
company $106,250 and 59,738 shares he received as compensation, because of an accounting scandal that occurred during his tenure as CEO.
The company consented to a settlement with
the Securities and Exchange Commission over
the accounting irregularities in May, which CEO
Dusty Clem said involved no fines after DGSE
replaced management.
At the same time, I. John Benson, who was
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CFO during Smith’s tenure as CEO, agreed to pay
$75,000 to settle charges brought by the SEC in
connection with the accounting scandal, which
involved financial reporting, books and records
and internal control violations.
The SEC said the accounting irregularities
were caused by fraudulent accounting entries
made or directed by Benson, which overstated
inventory. The entries went undetected because of DGSE’s failure to maintain appropriate
accounting systems, policies, procedures and
controls, the SEC said.
Under the Sarbanes-Oxley Act of 2002,
Smith was required to reimburse the company
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< Index >
for his incentive compensation and stock sale
profits he received during the relevant period.
The SEC said it brought the administrative
proceeding against Smith, seeking the reimbursement, after he failed to repay the stock
and cash on his own.
Smith, who was chairman and CEO of DGSE
from 1980 until 2011, was not alleged to have
participated in any wrongdoing.
Clem declined to comment further. Smith
didn’t immediately respond to an e-mailed request for comment.
Shares of DGSE fell 1 cent to $1.05 Thursday
on the NYSE MKT. n
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DATES & DEADLINES
Important events coming up in the
small-cap financing market:
• Second Sight Medical Products Inc., a
Sylmar, Calif., company that makes devices
to return some vision to blind people, is planning to raise $32 million in an initial public
offering this week, according to Dealogic plc.
It will price 3.5 million shares at $9 each. Its
underwriter is MDB Capital Group LLC.
• EHi Car Services Ltd. is planning to raise
$130 million this week through the sale of 20
million shares priced from $12 to $14 each.
JPMorgan and Goldman Sachs (Asia) LLC
are underwriting the offering. EHi is one of
the largest car service and rental providers
in China.
• The Irvine, Calif., burger chain Habit Restaurants Inc. is planning a $75 million IPO
Wednesday. It plans to offer 5 million shares
priced from $14 to $16 each. Underwriters include Piper Jaffray & Co., Robert W. Baird
& Co., Wells Fargo Securities LLC, Raymond James & Associates, Stephens Inc.
and Stifel, Nicolaus & Co.
• Neothetics Inc., a San Diego company
that makes products for plastic surgery, is
planning to sell 4.3 million share in an IPO
Wednesday. Shares will price from $13 to
$15 each. Underwriters include Piper Jaffray,
Guggenheim Securities LLC and Needham
& Co. LLC.
• Neff Corp., a Miami-based construction
equipment rental company, is planning to
raise $220 million in an IPO Thursday. Neff
will offer 10.4 million shares for between $20
and $22 each. Underwriters include Morgan
Stanley & Co. LLC, Jefferies, Piper Jaffray,
Bank of America Merrill Lynch and Wells
Fargo.
• Ski resort operator Peak Resorts Inc. is
planning a $100 million IPO Thursday. Peak,
based in Wildwood, Mo., will offer 10 million
shares priced from $9 to $11 each. The offering is underwritten by FBR Capital Markets
& Co., Stifel and others.
• Roth Capital Parners LLC hosts its Software Corporate Day Nov. 18 in San Francisco.
• Stifel, Nicolaus & Co. holds its Healthcare
Conference Nov. 18 and 19 in New York.
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• Mitsubishi UFJ Securities (USA) Inc.
hosts its Oil and Gas Conference, Nov. 18
in New York.
• Scotiabank’s Energy Infrastructure Conference in Toronto takes place Nov. 18.
• Deutsche Bank’s Small and Mid Cap Conference in Coral Gables, Fla., will be held
Nov. 18 and 19.
holds its Property REIT Conference, Nov.
19 in New York.
• The Global Paper and Packaging Conference, presented by Vertical Research
Partners, takes place Nov. 19 in New York.
• Keefe Bruyette & Woods Inc. holds its
Brokerage & Market Structure Conference
in New York, Nov. 20.
• Canaccord Genuity’s Medical Technology & Diagnostic Form is held Nov. 20 in
New York.
• JPMorgan holds its Asia Rising Dragons Forum in Kuala Lumpur, Singapore, Hong Kong
and Tokyo, from Nov. 20 to 28, focusing on
high-growth stocks across Asia.
• The Securities and Exchange Commission
holds its annual Government-Business Forum on Small Business Capital Formation in
Washington, Nov. 20.
The morning session of the forum will
feature panel discussions on the definition
of an accredited investor and secondary
market liquidity for securities of small businesses.
During the afternoon session, participants will work in groups to formulate specific policy recommendations.
Register online here: https://tts.sec.
gov/cgi-bin/registration-sbf.
• The Financial Industry Regulatory Authority holds its South Region Compliance
Seminar Nov. 20 and 21 in Fort Lauderdale, Fla.
• BIOFest, held by Deutsche Bank in Boston, takes place Dec. 1 and 2.
• Credit Suisse Securities (USA) LLC presents its Technology Conference, Dec. 1 to
4 in Scottsdale, Ariz.
• JPMorgan holds its Fixed Income Market
Outlook 2015 conference on Dec. 2 in New
York, which includes emerging market coverage.
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< Index >
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• Scotiabank’s Mining Conference in Toronto takes place Dec. 2 and 3.
• Nasdaq QMX holds its 31st Investor Program in London on Dec. 2 and 3.
• LD Micro Conference sponsored by Roth
Capital Partners LLC takes place in Los
Angeles, Dec. 2 to 4.
holds its Oil & Gas Conference Dec. 3 in
New York.
• Credit Suisse Securities (USA) LLC holds
its Global Industrials Conference Dec. 3 to
5 in New York.
• Starlight Capital presents its Private Equity Conference Dec. 4 in New York.
• Jefferies LLC holds its Financial Institutions Group CEO Summit Dec. 8 in New
York.
• UBS Securities LLC’s 42nd Annual Global Media & Communications Conference
takes place in New York, Dec. 8 to 10.
• JPMorgan’s SMid Cap Conference takes
place Dec. 10 and 11 in Chicago.
• Oppenheimer & Co.’s 25th annual Healthcare Conference takes place Dec. 10 and
11 in New York.
• Roth Capital Partners LLC hosts its 17th
annual BIO CEO & Investor Conference
Feb. 9 and 10 in New York.
• JPMorgan holds its Emerging Markets Year
Ahead: Investment Ideas 2015 conference in
London Dec. 10.
• Tech Forum at the 2015 CES will be held by
JPMorgan in Las Vegas, Nev., Jan. 6.
• JPMorgan’s 33rd Healthcare Conference
will be held in San Francisco, Jan. 12 to 16.
• Needham & Co. LLC holds its 17th annual
Growth Conference Jan. 13 to 15 in New
York.
• Noble Research holds its 11th annual investor conference, D2, in Sandpiper Bay, Fla.,
Jan. 18 to 21.
• The 14th Annual Private Equity Conference takes place Feb. 20 in Chicago, hosted by Beecken Petty O’Keefe & Co.
• Roth Capital Partners LLC hosts its 27th
annual Roth Conference March 8 to 11 in
Laguna Niguel, Calif.
• Growth Capital Expo, held by MarketNexus Media, will be held April 12 and 14
in Las Vegas. n
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Small Cap Equity Finance Activity
PIPE Transaction activity for the period NOVEMBER 3 through NOVEMBER 14, 2014
Status*
C/A Date**
C
C
C
C
C
C
C
DA
C
A
C
A
A
DA
C
DA
C
C
C
C
DA
DA
C
DA
C
C
C
C
C
C
C
C
C
C
C
A
DA
C
C
C
DA
C
DA
DA
C
C
11/13/14AxoGen Corp.AXGNNASDAQ-CM
$3,550,000 Common Stock
11/13/14AxoGen Corp.AXGNNASDAQ-CM
11/13/14CTI BioPharma Corp.CTICNASDAQ-CM
$35,000,000 Pref: Conv
11/13/14
Evoke Pharma Inc. EVOKNASDAQ-CM
$6,600,000 At-the-Market Offering
11/13/14
Mast Therapeutics Inc.
MSTXNYSE MKT
11/13/14
MSTXNYSE MKT
$6,148,271 Prepaid Warrant
11/13/14ORBCOMM Inc. ORBCNASDAQ-GS
11/12/14
Lightbridge Corp.
LTBRNASDAQ-CM
11/12/14Southcross Energy Partners LPSXENYSE
11/12/14Strata-X Energy Ltd.STRXFOTC
11/12/14USA Compression Partners LPUSACNYSE
11/11/14Aberdeen International Inc.AABVFOTC
11/11/14Cheniere Energy Inc.
LNGNYSE MKT
$1,500,000,000 Debt: Conv
11/10/14Amarantus BioScience Holdings Inc.AMBSOTC
$3,000,000 Pref: Conv
11/10/14
BioPharmX Corp.
BPMXOTC BB
$9,037,546 Pref: Conv
11/10/14Cheniere Energy Inc.
LNGNYSE MKT
$1,000,000,000 Debt: Conv
11/10/14Dynavax Technologies Corp.DVAXNASDAQ-CM
11/10/14Geo Group Inc.GEONYSE
11/10/14OXIS International Inc.OXISOTC
$1,250,000 Debt: Conv
11/10/14ROI Land Investments Ltd.ROIIOTC BB
11/9/14GTx Inc.GTXINASDAQ-GM
11/7/14American Superconductor Corp.AMSCNASDAQ-GS
11/7/14
Biolase Inc.
BIOLNASDAQ-CM
11/7/14Cadiz Inc.CDZINASDAQ-GM
11/7/14Clean Diesel Technologies Inc.CDTINASDAQ-CM
11/7/14Cymabay Therapeutics Inc.CBAYNASDAQ-CM
11/7/14
EnLink Midstream Partners LP
ENLKNYSE
11/7/14
InspireMD Inc.NSPRNYSE MKT
11/7/14
Pernix Therapeutics Holdings Inc.
PTXNASDAQ-GM
11/7/14
Prospect Capital Corp.
PSECNASDAQ-GSUnknownAt-the-Market Offering
11/7/14Solar Power Inc.SOPWOTC
11/7/14StationDigital Corp.SDIGOTC
$1,000,000 Debt: Conv
11/6/14Amedica Corp.AMDANASDAQ-CM
$1,000,000 Debt: non-Conv
11/6/14Coronado Biosciences Inc.CNDONASDAQ-CM
11/6/14Sunoco Logistics Partners LPSXLNYSE
$1,000,000,000 At-the-Market Offering
11/6/14Vapor Corp.VPCONASDAQ-CM
$1,000,000 Debt: Conv
11/6/14
Xinergy Ltd.
XRGYFOTC
$25,000,000 Debt: Conv
11/6/14
Zogenix Inc.
ZGNXNASDAQ-GM
11/5/14Acorn Energy Inc.ACFNNASDAQ-GM
11/4/14Applied Minerals Inc.AMNLOTC
$12,500,000 Debt: Conv
11/4/14NewStar Financial Inc.NEWSNASDAQ-GS
$200,000,000 Debt: non-Conv
11/3/14Aerie Pharmaceuticals Inc.AERINASDAQ-GM
11/3/14Crimson Forest Entertainment Group Inc.CRIMOTC BB
11/3/14Oramed Pharmaceuticals Inc.ORMPNASDAQ-CM
11/3/14Vanda Pharmaceuticals Inc.VNDANASDAQ-GM
11/3/14
WidePoint Corp.
WYYNYSE MKT
Issuer
Ticker
Exchange
Amount
Security Type
*Status: C = Closed, DA = Definitive Agreement, A = Announced, I = Intended, p + Postponed, X = Canceled. ** C/A Date: Best Available of (i) Closing Date, (ii) Definitive Agreement Date or (iii)
Announced Date. *** Excludes all PIPEs executed by foreign-based Issuers that trade on the Over-The-Counter market (Pink Sheets).
All data is based on proprietary information from PrivateRaise, a service of The Deal. Data includes PIPEs that are at least US$1.0 million and have been executed by public corporations
domiciled in the U.S. or by public, foreign companies that have primary listing or a significant or consistent trading presence on a U.S. stock exchange or market. Data is updated based on
availabilty of public disclosures (e.g. press releases and SEC filings) and has been obtained from sources deemed reliable, including certain third party sources. However, The Deal cannot
guarantee the accuracy and completeness of this information. League tables exclude equity lines, at-the-market offerings, corporate investors, and PIPEs executed by foreign-based issuers that trade on the Over-The-Counter market (Pink Sheets).
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PIPE TRANSACTION ACTIVITY FOR 2014 YEAR-TO-DATE
PIPEs Issuance by Security Type
Security Type
Common Stock Pref: Conv Pref: non-Conv Debt: Conv Debt: non-Conv Other: Conv Prepaid Warrant Equity Line At-the-Market Offering Unknown Totals #
Total $
535
102
4
119
26
2
14
60
130
-
992
$16,256,334,685 $3,340,066,279 $76,510,000 $3,839,796,631 $719,498,531 $780,000,000 $546,305,047 $641,950,000 $16,147,159,000 -
$42,347,620,173 PIPEs Issuer Market Capitalization
Avg. $
Issuer Market Cap
$30,385,672
$32,745,748
$19,127,500
$32,267,199
$27,673,020
$390,000,000
$39,021,789
$11,068,103
$136,840,331
$43,300,225
#
Total $
Avg. $
Less than $50 M
418
$2,556,452,360 $6,160,126
$50 M - $99 M 185
$2,027,502,044 $11,019,033
$100 M - $249 M 141
$3,625,055,432 $26,079,535
$250 M - $499 M 96
$4,645,316,930 $48,898,073
$500 M - $999 M 52
$2,750,721,400 $53,935,714
$1 B - $4.9 B 67
$11,736,573,973 $189,299,580
Greater than $5 B 25
$14,982,471,883 $624,269,662
Totals 984
$42,324,094,022 $43,633,087
Total Placements (Issuer Market Capitalization & Security Type)
Security Type
Less $50 M
Common Stock Pref: Conv Pref: non-Conv Debt: Conv Debt: non-Conv Other: Conv Prepaid Warrant Equity Line At-the-Market Offering Unknown $50 M - $99 M $100 M - $249 M $250 M - $499 M $500 M - $999 M
213
60
3
69
15
-
2
44
12
-
124
13
-
19
3
-
4
8
14
-
80
14
-
9
3
1
3
8
23
-
60
5
-
6
3
-
3
-
19
-
$1 B - $4.9 B
27
2
1
6
2
-
1
-
13
-
20
6
-
6
-
-
-
-
35
-
$50 M - $99 M $100 M - $249 M $250 M - $499 M $500 M - $999 M
$1 B - $4.9 B
Greater $5 B
5
1
3
1
1
14
-
Total Dollars Raised/Secured (Issuer Market Capitalization & Security Type)
Security Type
Less $50 M
Common Stock Pref: Conv Pref: non-Conv Debt: Conv Debt: non-Conv Other: Conv Prepaid Warrant Equity Line At-the-Market Offering Unknown $1,347 $361 $27 $291 $96 -
$8 $333 $93 -
$1,239 $145 -
$242 $26 -
$16 $106 $254 -
$1,993 $204 -
$164 $53 $30 $18 $203 $960 -
$2,370 $677 -
$216 $245 -
$22 -
$1,115 -
$1,137 $16 $50 $236 $300 -
$11 -
$1,000 -
Greater $5 B
$3,543 $1,535 -
$959 -
-
-
-
$5,700 -
$4,606
$400
$1,730
$750
$471
$7,025
-
PIPE Activity - by Price Type
Fixed-Price
Security Type
Common Stock Preferred Stock: Convertible Debt: Convertible Other: Convertible Prepaid Warrant Equity Line At-the-Market Offering Totals #
525
91
99
2
14
1
-
732
Reset-Price
Variable-Price
Total $M
Avg. $M
#
Total $M
Avg. $M
#
Total $M
$16,214.06 $2,504.32 $3,613.96 $780.00 $546.31 $25.00 -
$23,683.65 $30.88 $27.52 $36.50 $390.00 $39.02 $25.00 -
$32.35 10
7
6
-
-
-
-
23
$42.27 $577.15 $46.24 -
-
-
-
$665.66 $4.23 -
$82.45 4
$7.71 14
-
-
-
-
-
59
- 130
$28.94 207
-
$258.60 $179.60 -
-
$616.95 $16,147.16 $17,202.31 Avg. $M
$64.65
$12.83
$10.82
$136.84
$89.13
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Investment Managers
RANKED BY TOTAL DOLLARS INVESTED
Rank Investment Manager
1
RRJ Management (HK) Ltd.
2
Luxor Capital Group
3
Clayton, Dubilier & Rice Inc.
4
Caisse de depot et placement du Quebec
5
Blackstone Group LP
6
Energy Transfer Equity LP
7
PSP Investments
8
Deerfield Management Co. LP
9
Wellington Management Co. LLP
10 Public Investment Corp. (SOC) Ltd.
11 Government of Singapore Investment Co. Pte Ltd.
12 Pershing Square Capital Management LP
13 Franklin Square Capital Partners
14 P2 Capital Partners LLC
15 Magnetar Capital LLC
16 Corvex Management LP
17 Relational Investors LLC
17 General Atlantic Partners LLC
19 Invesco Ltd.
20 Sabby Management LLC
21 Baupost Group LLC
22 Avenue Capital Group LLC
23 Ontario Teachers’ Pension Plan Board
23 Sycamore Partners LLC
25 Putnam Investment Management LLC
RANKED BY # OF INVESTMENTS
Total $M
Avg. $M
$1,000.00 $1,000.00 530.00 106.00 500.00 500.00 471.01 471.01 416.00 138.67 400.00 400.00 350.00 175.00 313.50 62.70 293.54 *
26.69 *
270.00 270.00 250.00 125.00 240.65 240.65 200.00 200.00 175.00 175.00 165.58 41.39 159.98 79.99 150.00 150.00 150.00 150.00 120.89 40.30 107.61 *
4.30 *
106.73 106.73 103.16 34.39 100.00 50.00 100.00 100.00 81.80 81.80 #
1
5
1
1
3
1
2
5
12
1
2
1
1
1
4
2
1
1
3
31
1
3
2
1
1
*EXCLUDES transactions where Investment Amount has not yet been disclosed
Rank Investment Manager
1
Sabby Management LLC
2
Downsview Capital Inc.
3
LH Financial Services Corp.
4
Hudson Bay Capital Management LP
5
Heights Capital Management Inc.
6
Equitec Group LLC
7
Empery Asset Management LP
7
Brio Capital LP
9
Wellington Management Co. LLP
10 Diker Management LLC
10 Iroquois Capital LP
10 Anson Capital LP
13 Crede Capital Group LLC 13 Kingsbrook Partners LP
15 Milfam LLC
15 Magna Management LLC
15 Midsummer Capital LLC
15 Sandor Advisors LLC
15 Chardan Capital Markets LLC
20 Luxor Capital Group
20 Deerfield Management Co. LP
20 Whitebox Advisors Inc.
20 Great Point Partners LLC
20 Broadfin Capital LLC
20 Oracle Investment Management Inc.
Total $M
$107.61 *
17.59 26.68 *
68.29 *
44.39 *
4.02 *
22.46 4.05 293.54 *
18.17 4.90 4.17 *
39.62 *
5.05 13.81 11.54 3.60 1.03 0.50 530.00 313.50 80.41 23.94 *
17.25 16.47 *
Avg. $M
$4.30 *
0.73 1.33 *
3.59 *
2.47 *
0.24 *
1.73 0.31 26.69 *
1.82 0.49 0.46 *
6.60 *
0.72 2.30 1.92 0.60 0.17 0.08 106.00 62.70 16.08 5.98 *
3.45 4.12 *
#
31
24
21
20
19
18
13
13
12
10
10
10
7
7
6
6
6
6
6
5
5
5
5
5
5
*EXCLUDES transactions where Investment Amount has not yet been disclosed
Placement Agents
RANKED BY TOTAL DOLLARS RAISED
Rank Placement Agent
1
Morgan Stanley & Co.
2
Cowen and Co. LLC 3
Jefferies Group LLC
4
Barclays Capital Inc.
5
Piper Jaffray & Co.
6
Roth Capital Partners LLC
7
H.C. Wainwright & Co.
8
Canaccord Genuity Group Inc. 9
Deutsche Bank AG 10 Maxim Group LLC
11 RS Platou Markets AS 12 Citigroup Global Markets Inc.
13 JMP Group Inc. 14 Craig-Hallum Capital Group LLC
15 Credit Suisse Group
16 Stifel
17 Oppenheimer & Co.
18 Nomura Holdings Inc. 19 Ladenburg Thalmann & Co.
20 BTIG LLC
21 Chardan Capital Markets LLC
22 Needham & Co.
23 CRT Capital Group LLC
24 CJS Securities Inc.
24 UBS AG
RANKED BY # OF PLACEMENTS
Total $M
$1,440.00 885.37 805.19 672.58 655.56 649.99 643.37 560.32 545.16 531.18 527.25 505.30 455.06 449.92 436.84 409.23 366.34 346.20 342.96 337.20 330.45 323.35 305.20 300.20 300.20 Avg. $M
$288.00 29.51 53.68 112.10 54.63 20.31 17.39 28.02 136.29 19.67 175.75 168.43 50.56 20.45 145.61 31.48 52.33 173.10 38.11 112.40 19.44 40.42 152.60 300.20 300.20 #
5
30
15
6
12
32
37
20
4
27
3
3
9
22
3
13
7
2
9
3
17
8
2
1
1
Rank Placement Agent
1
H.C. Wainwright & Co.
2
Roth Capital Partners LLC
3
Cowen and Co. LLC 4
Maxim Group LLC
5
Craig-Hallum Capital Group LLC
6
Canaccord Genuity Group Inc. 7
Chardan Capital Markets LLC
8
Jefferies Group LLC
9
Laidlaw & Co. (UK) Ltd. 10 Stifel
10 Northland Securities Inc.
12 Piper Jaffray & Co.
13 Aegis Capital Corp.
14 JMP Group Inc. 14 Ladenburg Thalmann & Co.
14 William Blair & Co. LLC
14 Brean Capital LLC
18 Needham & Co.
18 Dawson James Securities
20 Oppenheimer & Co.
20 MLV & Co. LLC
20 BMO Financial Group 20 Merriman Capital Inc. 24 Barclays Capital Inc.
24 Noble Financial Group
Total $M
$643.37 649.99 885.37 531.18 449.92 560.32 330.45 805.19 136.93 409.23 115.48 655.56 159.03 455.06 342.96 258.12 217.32 323.35 106.86 366.34 248.19 195.25 37.37 672.58 184.60 Avg. $M
$17.39 20.31 29.51 19.67 20.45 28.02 19.44 53.68 9.78 31.48 8.88 54.63 15.90 50.56 38.11 28.68 24.15 40.42 13.36 52.33 35.46 27.89 5.34 112.10 30.77 #
37
32
30
27
22
20
17
15
14
13
13
12
10
9
9
9
9
8
8
7
7
7
7
6
6
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Investor Legal Counsel
RANKED BY TOTAL DOLLARS ADVISED
Rank Investor Legal Counsel
1
Skadden, Arps, Slate, Meagher & Flom LLP
2
Schulte Roth & Zabel LLP
3
Simpson, Thacher & Bartlett LLP
4
Fangda Partners
4
Walkers Global
6
Sullivan & Cromwell LLP
7
Ropes & Gray LLP
8
O’Melveny & Myers LLP
8
Torys LLP
8
Weil, Gotshal & Manges LLP
11 Debevoise & Plimpton LLP
12 Akin, Gump, Strauss, Hauer & Feld LLP
13 Sidley Austin LLP
14 Latham & Watkins LLP
15 Paul Hastings LLP
16 Greenberg Traurig LLP
17 Andrews Kurth LLP
18 Jones Day
19 Paul, Weiss, Rifkind, Wharton & Garrison LLP
20 Katten Muchin Rosenman LLP
21 Wachtell, Lipton, Rosen & Katz
22 Lowenstein Sandler LLP
23 Willkie Farr & Gallagher LLP
24 Shearman & Sterling LLP
25 Baker Botts LLP
RANKED BY # OF PLACEMENTS ADVISED
Total $M
$3,436.97 2,295.85 1,429.91 1,198.37 1,198.37 1,151.65 873.72 700.00 700.00 700.00 675.00 523.76 500.00 416.25 400.00 343.37 305.00 253.00 230.41 185.00 181.63 180.85 165.57 131.63 119.29 Avg. $M
$859.24 37.64 285.98 1,198.37 1,198.37 575.82 124.82 350.00 350.00 350.00 337.50 74.82 250.00 208.12 400.00 15.61 152.50 84.33 46.08 61.67 90.82 22.61 55.19 131.63 119.29 #
4
61
5
1
1
2
7
2
2
2
2
7
2
2
1
22
2
3
5
3
2
8
3
1
1
Rank Investor Legal Counsel
1
Schulte Roth & Zabel LLP
2
Greenberg Traurig LLP
3
Ellenoff Grossman and Schole LLP
4
Lowenstein Sandler LLP
5
Ropes & Gray LLP
5
Akin, Gump, Strauss, Hauer & Feld LLP
5
Grushko & Mittman PC
8
Simpson, Thacher & Bartlett LLP
8
Paul, Weiss, Rifkind, Wharton & Garrison LLP
8
Brown Rudnick LLP
8
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo PC
12 Skadden, Arps, Slate, Meagher & Flom LLP
13 Jones Day
13 Katten Muchin Rosenman LLP
13 Willkie Farr & Gallagher LLP
13 Goodwin Procter LLP
13 Seward & Kissel LLP
13 Covington & Burling LLP
19 Sullivan & Cromwell LLP
19 O’Melveny & Myers LLP
19 Torys LLP
19 Weil, Gotshal & Manges LLP
19 Debevoise & Plimpton LLP
Total $M
$2,295.85 343.37 38.11 180.85 873.72 523.76 12.60 1,429.91 230.41 110.41 26.78 3,436.97 253.00 185.00 165.57 75.00 74.80 26.53 1,151.65 700.00 700.00 700.00 675.00 500.00 416.25 Avg. $M
$37.64 15.61 2.93 22.61 124.82 74.82 1.80 285.98 46.08 22.08 5.36 859.24 84.33 61.67 55.19 25.00 24.93 8.84 575.82 350.00 350.00 350.00 337.50 250.00 208.12 #
61
22
13
8
7
7
7
5
5
5
5
4
3
3
3
3
3
3
2
2
2
2
2
2
2
Total $M
$2,181.48 1,924.22 1,368.17 1,354.71 1,198.37 1,120.00 1,000.00 994.21 979.19 784.53 761.07 700.00 667.25 587.81 497.00 491.97 486.01 441.31 400.00 395.00 368.62 335.00 327.20 325.20 274.26 Avg. $M
$545.37 320.70 456.06 451.57 1,198.37 280.00 1,000.00 99.42 51.54 130.76 380.54 350.00 95.32 53.44 82.83 28.94 243.00 36.78 400.00 98.75 52.66 83.75 46.74 36.13 137.13 #
4
6
3
3
1
4
1
10
19
6
2
2
7
11
6
17
2
12
1
4
7
4
7
9
2
Rank Issuer Legal Counsel
Total $M
1
Sichenzia Ross Friedman Ference LLP
$190.62 2
979.19 3
Cooley LLP
491.97 4
DLA Piper
273.71 5
169.69 6
Greenberg Traurig LLP
441.31 7
Latham & Watkins LLP
587.81 8
Goodwin Procter LLP
994.21 9
Ropes & Gray LLP
325.20 9
Szaferman Lakind Blumstein & Blader PC
25.66 11 Morrison & Foerster LLP
245.26 11 Morgan, Lewis & Bockius LLP
241.76 11 Dorsey & Whitney LLP
133.30 11 Fenwick & West LLP
116.01 11 Robinson Brog Leinwand Greene Genovese & Gluck PC 77.78 11 Davis Graham & Stubbs LLP
43.23 17 Reeder & Simpson PC
667.25 17 Sidley Austin LLP
368.62 17 WilmerHale
327.20 17 Haynes and Boone LLP
188.72 17 McDermott Will & Emery LLP
106.64 17 K&L Gates LLP
102.27 17 Paul Hastings LLP
86.19 17 Weintraub Tobin Chediak Coleman Grodin Law Corp.
48.01 17 Nason, Yeager, Gerson, White & Lioce PA
19.95 Avg. $M
$5.78 51.54 28.94 17.11 11.31 36.78 53.44 99.42 36.13 2.85 30.66 30.22 16.66 14.50 9.72 5.40 95.32 52.66 46.74 26.96 15.23 14.61 12.31 6.86 2.85 #
33
19
17
16
15
12
11
10
9
9
8
8
8
8
8
8
7
7
7
7
7
7
7
7
7
Issuer Legal Counsel
Rank Issuer Legal Counsel
1
Jones Day
2
Skadden, Arps, Slate, Meagher & Flom LLP
3
Baker & McKenzie LLP
4
Maples and Calder
5
TransAsia Lawyers
6
Wachtell, Lipton, Rosen & Katz
7
Sullivan & Cromwell LLP
8
Goodwin Procter LLP
9
10 Cravath, Swaine & Moore LLP
11 Akin, Gump, Strauss, Hauer & Feld LLP
12 Simpson, Thacher & Bartlett LLP
13 Reeder & Simpson PC
15 Vinson & Elkins LLP
16 Cooley LLP 17 Torys LLP
19 Baker Botts LLP
20 Proskauer Rose LLP
22 Kirkland & Ellis LLP
23 WilmerHale
24 Ropes & Gray LLP
25 Andrews Kurth LLP
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Placement Agent Legal Counsel
Rank Placement Agent Legal Counsel
1
Goodwin Procter LLP
2
3
4
Fried, Frank, Harris, Shriver & Jacobson LLP
5
Proskauer Rose LLP
6
Morrison & Foerster LLP
7
Covington & Burling LLP
8
9
Blake, Cassels & Graydon LLP
10 Morgan, Lewis & Bockius LLP
11 Schiff Hardin LLP
12 Taylor Wessing
13 Davis Polk & Wardwell LLP
14 Dechert LLP
15 Pillsbury Winthrop Shaw Pittman LLP
16 Linklaters LLP
16 Zhong Lun Law Firm
18 Sichenzia Ross Friedman Ference LLP
19 Sullivan & Cromwell LLP
20 Gornitzky & Co.
21 Choate, Hall & Stewart LLP
22 Meitar Liquornik Geva Leshem Tal Law Offices
22 White & Case LLP
24 Bingham McCutchen LLP
25 Stikeman Elliott LLP
Total $M
$857.03 641.89 593.19 527.25 294.83 252.99 230.84 207.53 170.73 150.00 137.33 120.90 103.50 103.33 98.75 95.00 95.00 90.68 80.00 72.45 68.44 58.65 58.65 57.10 56.95 Avg. $M
$34.28 91.70 10.59 175.75 32.76 50.60 46.17 17.29 85.36 150.00 19.62 120.90 103.50 34.44 32.92 95.00 95.00 6.98 80.00 72.45 13.69 58.65 58.65 57.10 18.98 #
25
7
56
3
9
5
5
12
2
1
7
1
1
3
3
1
1
13
1
1
5
1
1
1
3
Rank Placement Agent Legal Counsel
1
2
Goodwin Procter LLP
3
Sichenzia Ross Friedman Ference LLP
4
5
Proskauer Rose LLP
6
Faegre Baker Daniels LLP 7
7
Schiff Hardin LLP
9
Morrison & Foerster LLP
9
Covington & Burling LLP
9
Choate, Hall & Stewart LLP
9
Loeb & Loeb LLP
13 Reed Smith LLP
14 Fried, Frank, Harris, Shriver & Jacobson LLP
14 Dechert LLP
14 Pillsbury Winthrop Shaw Pittman LLP
14 Stikeman Elliott LLP
14 Mintz, Levin, Cohn, Ferris, Glovsky and Popeo PC
14 Troutman Sanders LLP
14 LeClairRyan PC
21 Blake, Cassels & Graydon LLP
21 Nixon Peabody LLP
21 Blank Rome LLP
21 K&L Gates LLP
Total $M
$593.19 857.03 90.68 207.53 294.83 46.97 641.89 137.33 252.99 230.84 68.44 47.26 41.84 527.25 103.33 98.75 56.95 55.66 36.00 31.00 170.73 49.29 30.18 15.20
14.68
Avg. $M
$10.59 34.28 6.98 17.29 32.76 5.87 91.70 19.62 50.60 46.17 13.69 9.45 10.46 175.75 34.44 32.92 18.98 18.55 12.00 10.33 85.36 24.64 15.09 7.60
7.34
#
56
25
13
12
9
8
7
7
5
5
5
5
4
3
3
3
3
3
3
3
2
2
2
2
2
Registered Offerings Expected Next 2 Weeks
Issuer
Exp. Date
Ticker
Exp. Value
($M)
Deal
Type
CVSL Inc.
11/17/14
CVSL
$60.00
FO
eHi Car Services Ltd.
11/17/14
EHIC
$130.00
IPO
Palatin Technologies Inc.
11/17/14
PTN
$51.75
FO
Second Sight Medical Products Inc.
11/17/14
EYES
$31.50
IPO
STORE Capital Corp.
11/17/14
STRE
$495.00
Paramount Group Inc.
11/18/14
PGRE
Autohome Inc.
11/19/14
Cnova NV
Market Value
($M)
Bookrunner(s)
$349.51
CANFITZ; JMPSEC; JMS
$739.30
JPM; GS
$34.53
PJ
9.00 - 9.00
$311.63
MCU
IPO
17.00 - 19.00
$1,996.52
GS; CS; MS
$2,292.50
IPO
16.00 - 19.00
$4,270.00
BOAML; MS; WLF; DB
ATHM
$426.62
FO
$5,165.80
DB; GS
11/19/14
CNV
$355.10
IPO
12.50 - 14.00
$5,815.62
MS; JPM; BOAML; CS; DB
Habit Restaurants Inc.
11/19/14
HABT
$75.00
IPO
14.00 - 16.00
$378.79
PJ; BAIRD; WLF; RJA
Neothetics Inc.
11/19/14
NEOT
$60.20
IPO
13.00 - 15.00
$185.73
PJ; GUGPAR; NEEDHM
Adama Agricultural Solutions Ltd.
11/20/14
ADAM
$399.50
IPO
16.00 - 18.00
$2,745.34
GS; BOAML
Covenant Transportation Group Inc.
11/20/14
CVTI
$48.77
FO
$380.44
STEP; BCM
Neff Corp.
11/20/14
NEFF
$220.00
IPO
20.00 - 22.00
$488.98
MS; JEFF; PJ; BOAML; WLF
Peak Resorts Inc.
11/20/14
SKIS
$100.00
IPO
9.00 - 11.00
$139.82
FBR; STFL; BAIRD
Viking Therapeutics Inc.
11/24/14
VKTX
$55.00
IPO
10.00 - 12.00
$167.12
OPCO; RCP
15
Deals
$4,800.94
Totals
Range
($)
12.00 - 14.00
All data is based on proproetary information from Dealogic. Data is updated based on availability of public disclosures (e.g. press releases and SEC filings) or has been obtained from
sources deemed reliable, including certain third party sources. However, The Deal cannot guarantee the accuracy and completeness of this information.
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SEC Registered IPOs Filed Since November 3, 2014
Issuer
Nation
Azure Midstream Partners LP
USA
Industry Ticker
Utility & Energy
Barington/Hilco Acquisition Corp.
USA
Finance
Coronado Midstream Partners LP
USA
Utility & Energy
County Bancorp Inc.
USA
Finance
AZUR
Exp. Value
($)
$175.00
$40.00
ICBK
Range
($)
Shares
(M)
Market Value
($M)
Bookrunner(s)
Lead/Co-Manager(s)
CITI; BOAML
10.00 10.00
4.6
$52.95
EARL
$23.00
BAIRD; SAL
Floor & Decor Holdings Inc.
USA
Retail
FND
$100.00
BOAML; GS; BAR; JPM; JEFF;
CS; HLHZ; WLF
Hortonworks Inc.
USA
Computers &
Electronics
HDP
$100.00
GS; CS; RBC
InfraREIT LLC
USA
Real Estate/
Property
Inotek Pharmaceuticals Corp.
USA
Healthcare
ITEK
$86.25
COWEN; PJ; CG; NOM
International Market Centers Inc.
USA
Real Estate/
Property
IMC
$200.00
BAR; CS; WLF; DB; JPM
Intrepid Aviation Ltd.
USA
Finance
INTR
$150.00
GS; BOAML; DB; JEFF; RBC;
WLF; CACIB; BNP
James River Group Holdings Ltd.
USA
Insurance
JRVR
$287.50
STFL; UBS; FBR; BMOCM
Momo Inc.
CHN
Computers &
MOMO
Electronics
$300.00
MS; CS; JPM; CRNP
New Relic Inc.
USA
Computers &
Electronics
NEWR
$100.00
MS; JPM
ALLENL; UBS; JMPSEC;
RJA
On Deck Capital Inc.
USA
Finance
ONDK
$150.00
MS; BOAML; JPM; DB; JEFF
RJA; STFL; NEEDHM
Rice Midstream Partners LP
USA
Utility & Energy
RMP
$425.00
BAR
Smart Sand Partners LP
USA
Oil & Gas
SSLP
$100.00
GS; CS
Terryville Mineral & Royalty Partners LP
USA
Oil & Gas
TRVL
$150.00
Unique Fabricating Inc.
USA
Textile
UFAB
$16.88
18
Deals
$2,403.63
Totals
KCM; WLF; BG
SBGBM; STRH; KCM
BAR
8.00 10.00
2.16
$77.53
TAGL
SEC Registered IPOs Priced Since November 3, 2014
Nation
Industry
Pricing
Date
Ticker
Deal Value
($M)
Antero Midstream Partners
LP
USA
Utility & Energy
11/4/14
AM
$1,150.00
$25.00
Xenon Pharmaceuticals Inc.
CAN
Healthcare
11/4/14
XENE
$41.40
Coherus BioSciences Inc.
USA
Healthcare
11/5/14
CHRS
Nevro Corp.
USA
Healthcare
11/5/14
Upland Software Inc.
USA
Computers &
Electronics
Freshpet Inc.
USA
Food &
Beverage
Issuer
Offer
Filing
Price Range ($)
Relative
Range
Offer/
1 Day
Offer/
Bookrunner(s)
Current
Lead/CoManager(s)
19.00 21.00
Above
12.12
14.6
BAR; CITI; WLF;
CS; JPM; MS
BAIRD; BMOCM;
RJA; TP; SBGBM
$9.00
10.00 12.00
Below
16.67
49.11
JEFF; WLF
CG
$91.85
$13.50
12.00 15.00
In Range
-6.59
2.96
JPM; CS
NVRO
$144.90
$18.00
15.00 17.00
Above
39.94
41.17
JPM; MS
LEER; JMPSEC
11/5/14
UPLD
$46.15
$12.00
12.00 14.00
In Range
-18.75
-9.92
WBLR; RJA
NEEDHM
11/6/14
FRPT
$179.69
$15.00
12.00 14.00
Above
27.4
21.4
GS; CS
BAIRD; STFL;
STRH; CG
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SEC Registered IPOs Priced Since November 3, 2014
Nation
Industry
Pricing
Date
Ticker
Deal Value
($M)
Relative
Range
Offer/
1 Day
INC Research
Holdings Inc.
USA
Healthcare
11/6/14
INCR
$172.50
$18.50
17.00 20.00
In Range
10.76
Triumph
Bancorp Inc.
USA
Finance
11/6/14
TBK
$80.40
$12.00
14.00 16.00
Below
Joint Corp.
USA
Finance 11/10/14
JYNT
$19.50
$6.50
9.00 11.00
Axalta Coating
Systems Ltd.
USA
Chemicals 11/11/14
AXTA
$1,121.25
$19.50
Capnia Inc.
USA
Healthcare 11/12/14
CAPN
$10.73
Navios Maritime
Midstream
Partners LP
GRC
Transportation 11/12/14
NAP
PRA Health
Sciences Inc.
USA
Healthcare 11/12/14
FibroGen Inc.
USA
Landmark
Infrastructure
Partners LP
Issuer
Offer
Filing
Price Range ($)
Offer/
Bookrunner(s)
Current
GS; CS
BAIRD; WLF; WBLR
6.25
5.58 SANDO; EP; WLF
STFL; NOM
Below
1.23
1.85
RCP; FELL
MWCLLC
18.00 21.00
In Range
6.41
10.26
CITI; GS; DB;
JPM; BOAML;
BAR; CS; MS
JEFF; UBS; BAIRD;
BCM; NOM; SMFG
$6.50
6.50 8.50
In Range
-40.31
-40.31
MAXM
DJS
$121.50
$15.00
19.00 21.00
Below
-8
-8
BOAML; CITI;
JPM; CS; WLF
DB; SGC
PRAH
$351.42
$18.00
20.00 23.00
Below
9
9
JEFF; CITI;
KKRCLP; UBS;
CS; WLF
BAIRD; WBLR
Healthcare 11/13/14
FGEN
$145.80
$18.00
16.00 19.00
In Range
GS; CITI; LEER
RBC; STFL; WBLR
USA
Real Estate/ 11/13/14
Property
LMRK
$50.35
$19.00
19.00 21.00
In Range
BAIRD; RJA; RBC
JMS
Neuroderm Ltd.
ISR
Healthcare 11/13/14
NDRM
$45.00
$10.00
13.00 16.00
Below
JEFF; COWEN
OPCO; RCP
Sky Solar Holdings Ltd.
HKG
Utility & Energy 11/13/14
SKYS
$44.20
$8.00
7.00 8.00
In Range
RCP
NLND
Virgin America
Inc.
USA
Transportation 11/13/14
VA
$306.76
$23.00
21.00 24.00
In Range
BAR; DB
BOAML; COWEN;
GS; IMP; RJA
18
Deals
$4,123.40
Totals
14.38
15.41
Lead/CoManager(s)
14.38
SEC Registered IPO Lock-up Expirations Next 2 Weeks
Domicile
Industry
Pricing Date
Ticker
Deal Value
($M)
Lock-up
Provision
JD.com Inc.
CHN
Computers &
Electronics
5/21/14
JD
$2,047.03
180
11/17/14 BOAML; UBS; ALLENL;
BAR; CRNP; JEFF
SunEdison Semiconductor Inc.
USA
Computers &
Electronics
5/21/14
SEMI
$107.64
180
11/17/14
DB; GS; WLF; MGL;
CITI
Agile Therapeutics Inc.
USA
Healthcare
5/22/14
AGRX
$55.00
180
11/18/14
RBC; WBLR
CANFITZ; JMS
Superior Drilling Products
Inc.
USA
Oil & Gas
5/22/14
SDPI
$31.05
180
11/18/14
RCP
FELL
Heritage Insurance Holdings Inc.
USA
Insurance
5/22/14
HRTG
$75.90
180
11/19/14
CITI
DOWL; JMPSEC; WILLIS
Parsley Energy Inc.
USA
Oil & Gas
5/22/14
PE
$1,063.75
180
11/19/14
Resonant Inc.
USA
Computers &
Electronics
5/28/14
RESN
$18.63
180
11/24/14
7
Deals
$3,399.00
Issuer
Totals
Lock-up
Exp. Date
Bookrunner(s)
Lead/CoManager(s)
OPCO; PJ; STRH; COWEN
CS; GS; JPM; WLF MS; RJA; TP; RBC; GLBGS;
MGL; SBGBM; SCI; STEP
MCU
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SEC Registered IPOs Withdrawn/Postponed Since November 3, 2014
Nation
Industry
Withdrawn/
Postponed Date
Ticker
Expected Value
($M)
Withdrawn/
Postponed
Jaguar Animal Health
Inc.
USA
Healthcare
11/5/14
JAGX
$40.00
Radius Bancorp Inc.
USA
Finance
11/5/14
RADB
PolyPid Ltd.
ISR
Healthcare
11/10/14
S1 Biopharma Inc.
USA
Healthcare
11/11/14
TransFirst Inc.
USA
Finance
11/12/14
DermTech International
USA
Healthcare
11/13/14
NW18 HSN Holdings
plc
IND
Retail
Issuer
Totals
Bookrunner(s)
Lead/CoManager(s)
Postponed
Due to market conditions. BMOCM; GUGPAR
RCP
$63.75
Postponed
BAIRD; SANDO
JMS; WU
PLPD
$20.00
Postponed
AEGC
MLV; CHCML
SXB
$35.75
Postponed
MLV
NLND
$100.00
Withdrawn
BOAML; GS;
JPM; DB
EP; RJA; STRH;
WLF; WBLR
DMTK
$15.00
Withdrawn
MAXM
FELL
11/13/14
HS
$75.00
Withdrawn
7
Deals
$349.50
Reason
Due to market conditions.
Due to acquisition by Vista
Equity Partners.
Due to market condition.
CITI; CS
SEC Registered Follow-Ons Filed Since November 3, 2014
Pricing
Date
Ticker
Deal Value
($M)
Last Trade
b/f Filing
Shares
(M)
Market Value
($M)
Bookrunner(s)
Real Estate/
Property
11/4/14
DCT
$116.91
$8.66
15.53
$3,050.66
WLF
USA
Real Estate/
Property
11/4/14
HTA
$103.76
$12.97
9.20
$3,202.90
JPM; WLF
BAIRD; CAPONE;
SANDO; SBGBM;
STFL
Northwestern Corp.
USA
Utility & Energy
11/4/14
NWE
$400.00
$52.56
$2,375.23
CS; BOAML; JPM
CIBC; KCM; MUFG;
PJ; RBC; DD; LTC
Umpqua Holdings Corp.
USA
Finance
11/4/14
UMPQ
$548.96
$17.60
31.19
$3,823.78
BAR
Macquarie Infrastructure
Co. LLC
USA
Transportation
11/5/14
MIC
$93.23
$71.88
1.30
$5,040.94
BAR
Pioneer Natural Resources
Co.
USA
Oil & Gas
11/5/14
PXD
$1,040.23
$180.91
5.75
$26,937.12
CITI; BOAML
Quintiles Transnational
Holdings Inc.
USA
Healthcare
11/5/14
Q
$529.65
$58.85
9.00
$7,270.83
CITI
Southern First Bancshares
Inc.
USA
Finance
11/5/14
SFST
$17.28
$14.40
1.38
$91.20
SANDO
Booz Allen Hamilton Holding
Corp.
USA
Professional
Services
11/6/14
BAH
$263.10
$26.31
10.00
$3,888.76
JPM
USA
Healthcare
11/6/14
MSTX
$77.05
COWEN
LDLW; MERRIM
Western Digital Corp.
USA
Computers &
Electronics
11/6/14
WDC
$550.43
$101.28
$22,900.41
GS; BOAML; JPM; RBC
NEEDHM; STFL; EP
Orbcomm Inc.
USA
Telecommunications
11/7/14
ORBC
$72.00
$6.23
$424.41
RJA; CG; MGL
CHG; CHCML
Plains GP Holdings LP
USA
Oil & Gas 11/10/14
PAGP
$1,484.45
$26.99
63.25
$3,414.86
JPM; CITI; GS; BOAML;
MS
RJA; UBS; WLF
AmSurg Corp.
USA
Healthcare 11/11/14
AMSG
$233.76
$51.84
4.51
$1,651.62
GS
Bloomin' Brands Inc.
USA
Dining & Lodging 11/11/14
BLMN
$390.87
$21.35
18.31
$2,682.63
GS
Issuer
Nation
Industry
DCT Industrial Trust Inc.
USA
Healthcare Trust of America
Inc.
$0.48
6.25
Lead/CoManager(s)
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SEC Registered Follow-Ons Filed Since November 3, 2014
Issuer
Nation
Industry
Pricing
Date
Ticker
Deal Value
($M)
Last Trade
b/f Filing
Shares
(M)
Market Value
($M)
Bookrunner(s)
Lead/CoManager(s)
Brixmor Property Group Inc.
USA
Property
BRX
$606.75
$24.27
28.75
$7,086.25
BOAML; CITI; JPM; WLF;
BAR; DB; RBC; UBS
BAIRD; CAPONE;
MUFG; PJ; PB;
SANDO; STRH;
BNYM; KCM; OPCO;
TD; SBGBM
Compass Diversified
Holdings
USA
Professional 11/11/14
Services
CODI
$109.80
$18.30
6.90
$993.69
BOAML; MS; JEFF
BCM; JU; JMS;
RJA; WBLR
Mid-Con Energy Partners LP
USA
Oil & Gas 11/11/14
MCEP
$104.34
$17.99
6.67
$524.17
RBC; BOAML; RJA; UBS;
WLF; BAIRD
OPCO; CB; LTC;
MLV; WU
National Retail Properties Inc.
USA
Property
NNN
$155.72
$38.93
4.60
$5,106.69
BOAML; WLF; MS
STFL; BCM;
CAPONE; PB; STRH;
PJ; BAIRD; FBR; LTC
Platform Specialty Products
Corp.
USA
Chemicals 11/11/14
PAH
$368.37
$25.76
16.45
$4,496.32
CS; BAR; NOM; UBS
BTIG; JU; MGL;
WLF; CCG
Sprouts Farmers Markets
Inc.
USA
Retail 11/11/14
SFM
$472.05
$31.47
17.25
$4,750.40
UBS
Alamo Group Inc.
USA
Machinery 11/12/14
ALG
$84.72
$49.19
1.98
$577.25
BOAML; EP; PJ
Diamondback Energy Inc.
USA
Oil & Gas 11/12/14
FANG
$135.00
$67.50
2.30
$3,822.53
CS
Horizon Pharma plc
USA
Healthcare 11/13/14
HZNP
$152.69
$13.10
11.66
$818.98
MS; CITI; COWEN; JEFF
Premier Inc.
USA
Healthcare 11/13/14
PINC
$116.96
$31.53
4.08
$1,199.54
JPM; BOAML; WLF
Rexnord Corp.
USA
Machinery 11/13/14
RXN
$401.37
$27.25
14.73
$2,771.05
CS
Texas Capital Bancshares
Inc.
USA
Finance 11/13/14
TCBI
$155.78
$61.74
2.52
$2,822.33
JPM; DB
Voya Financial Inc.
USA
Insurance 11/13/14
VOYA
$1,200.90
$39.99
30.03
$9,849.54
BOAML; CITI
Zoe's Kitchen Inc.
USA
Dining & Lodging 11/13/14
ZOES
$133.76
$35.20
4.37
$624.73
JEFF; PJ; BAIRD
WBLR; STEP; STFL
EnLink Midstream Partners
LP
USA
Utility & Energy 11/14/14
ENLK
$309.02
$29.43
12.08
$7,167.38
WLF; BAR; BOAML; MS;
CITI; CS; DB; GS; JEFF;
JPM; UBS; RBC
RJA; OPCO
Autohome Inc.
CHN Computers & Electronics
ATHM
$426.62
$50.19
9.78
$5,165.80
DB; GS
Continental Building
Products Inc.
USA
Construction/
Building
CBPX
$118.37
$16.91
8.05
$626.84
CITI; CS; RBC; BAR; DB
Covenant Transportation
Group Inc.
USA
Transportation
CVTI
$48.77
$22.17
2.53
$380.44
El Pollo Loco Holdings Inc.
USA
Dining & Lodging
LOCO
$219.54
$36.59
6.90
$1,351.96
JEFF; MS; BAIRD; WBLR
STFL
Energous Corp.
USA Computers & Electronics
WATT
$23.00
$8.66
$82.19
OPCO
RCP; NS
Auto/Truck
FCAU
$408.45
$11.67
$14,437.89
JPM; GS; BAR; UBS
GoPro Inc.
USA Consumer Products
GPRO
$800.00
$79.06
$9,943.94
JPM; BAR; MS; CITI
Moelis & Co.
USA
MC
$137.40
$34.35
$1,765.33
GS; MOELISCO; MS
Deals
$12,534.01
FCA
ITA
Totals
Finance
30
35.00
4.60
CITI; RJA; STRH;
WBLR
STEP; BCM VP; COWEN; WOLFE
ALLENL; STFL;
BAIRD; JMPSEC;
PJ; RJA
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SEC Registered Follow-Ons Priced Since November 3, 2014
Issuer
Pricing
Ticker
Date
Deal Value
($M)
Offer Last Traded/
Price.
Offer
% Change
Prem./
Price Offer/
Disc. %
Current
Bookrunner(s)
Lead/
Co-Manager(s)
Nation
Industry
Hilton Worldwide Holdings
Inc.
USA
Dining & Lodging
11/3/14
HLT
$2,587.50
$25.00
$25.25
-0.99
1.48
DB; GS; BOAML; MS;
JPM; CITI; CS; WLF
DCT Industrial Trust Inc.
USA
Real Estate/
Property
11/4/14
DCT
$113.67
$8.42
$8.66
-2.77
-0.36
WLF
Healthcare Trust of
America Inc.
USA
Real Estate/
Property
11/4/14
HTA
$100.40
$12.55
$12.97
-3.24
-0.96
JPM; WLF
BAIRD; CAPONE;
SANDO; SBGBM; STFL
Northwestern Corp.
USA
Utility & Energy
11/4/14
NWE
$400.00
$51.50
$51.74
-0.46
1.17
CS; BOAML; JPM
CIBC; KCM; MUFG;
PJ; RBC; DD; LTC
Umpqua Holdings Corp.
USA
Finance
11/4/14
UMPQ
$520.88
$16.70
$17.60
-5.11
5.63
BAR
Macquarie Infrastructure
Co. LLC
USA
Transportation
11/5/14
MIC
$91.93
$70.88
$71.88
-1.39
-2.10
BAR
Pioneer Natural Resources
Co.
USA
Oil & Gas
11/5/14
PXD
$1,006.25
$175.00
$180.91
-3.27
-5.62
CITI; BOAML
Quintiles Transnational
Holdings Inc.
USA
Healthcare
11/5/14
Q
$523.80
$58.20
$58.85
-1.10
-3.11
CITI
Southern First Bancshares
Inc.
USA
Finance
11/5/14
SFST
$19.87
$14.40
$15.11
-4.70
9.72
SANDO
Booz Allen Hamilton Holding Corp.
USA
Professional
Services
11/6/14
BAH
$252.50
$25.25
$26.31
-4.03
5.15
JPM
USA
Healthcare
11/6/14
MSTX
$21.00
$0.48
$0.48
-0.66
-0.04
COWEN
LDLW; MERRIM
Western Digital Corp.
USA
Computers &
Electronics
11/6/14
WDC
$600.00
$96.00
$97.87
-1.91
1.91
GS; BOAML; JPM;
RBC
NEEDHM; STFL; EP
Orbcomm Inc.
USATelecommunications
11/7/14
ORBC
$72.00
$5.60
$6.23
-10.11
15.54
RJA; CG; MGL
CHG; CHCML
Plains GP Holdings LP
USA
Oil & Gas
11/10/14
PAGP
$1,725.00
$25.00
$25.10
-0.40
11.00
JPM; CITI; GS;
BOAML; MS
RJA; UBS; WLF
AmSurg Corp.
USA
Healthcare
11/11/14
AMSG
$228.17
$50.60
$51.84
-2.39
-0.67
GS
Bloomin' Brands Inc.
USA
Dining & Lodging
11/11/14
BLMN
$375.31
$20.50
$21.35
-3.98
6.83
GS
Brixmor Property Group
Inc.
USA
Real Estate/
Property
11/11/14
BRX
$682.81
$23.75
$23.91
-0.67
0.00
BOAML; CITI; JPM;
BAIRD; CAPONE;
WLF; BAR; DB; RBC;
MUFG; PJ; PB;
UBS SANDO; STRH; BNYM;
KCM; OPCO; TD;
SBGBM
Compass Diversified
Holdings
USA
Professional
Services
11/11/14
CODI
$106.50
$17.75
$18.30
-3.01
-3.89
BOAML; MS; JEFF BCM; JU; JMS; RJA;
WBLR
Mid-Con Energy Partners
LP
USA
Oil & Gas
11/11/14
MCEP
$100.17
$17.27
$17.99
-4.00
-2.66
RBC; BOAML; RJA; OPCO; CB; LTC; MLV;
UBS; WLF; BAIRD
WU
National Retail Properties
Inc.
USA
Real Estate/
Property
11/11/14
NNN
$208.45
$38.16
$38.93
-1.98
-0.50
BOAML; WLF; MS STFL; BCM; CAPONE;
PB; STRH; PJ; BAIRD;
FBR; LTC
Platform Specialty Products Corp.
USA
Chemicals
11/11/14
PAH
$350.35
$24.50
$25.01
-2.04
1.84
CS; BAR; NOM; UBS BTIG; JU; MGL; WLF;
CCG
Sprouts Farmers Markets
Inc.
USA
Retail
11/11/14
SFM
$444.00
$29.60
$31.47
-5.94
2.11
UBS
Alamo Group Inc.
USA
Machinery
11/12/14
ALG
$85.17
$43.00
$47.51
-9.49
4.16
BOAML; EP; PJ
HSBC; UBS; BAR;
CACIB; MGL; NOM;
MUFG; RBS; BAIRD;
EP; RBC; COK;
RAMSAM; TELAG
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SEC Registered Follow-Ons Priced Since November 3, 2014
Issuer
Pricing
Ticker
Date
Deal Value
($M)
Offer Last Traded/
Price.
Offer
% Change
Prem./
Price Offer/
Disc. %
Current
Industry
Diamondback Energy Inc.
USA
Oil & Gas
11/12/14
FANG
$130.20
$65.10
$67.50
-3.56
-0.52
CS
Memorial Resource
Development Corp.
USA
Oil & Gas
11/12/14
MRD
$690.00
$23.00
$23.53
-2.25
-1.22
CITI; BAR; BOAML;
BMOCM; GS; JPM;
RJA; RBC; WLF
CS; SBGBM; SCI;
STEP; STFL; WU;
CACIB; NATX
TrueCar Inc.
USA
Computers &
Electronics
11/12/14
TRUE
$108.84
$17.00
$17.49
-2.80
-0.65
JPM; GS; MS; RBC
JMPSEC; COWEN
Horizon Pharma plc
USA
Healthcare
11/13/14
HZNP
$140.51
$12.05
$12.39
-2.74
Newtek Business Services
Corp.
USA
Finance
11/13/14
NEWT
$27.50
$12.50
$12.65
-1.19
Premier Inc.
USA
Healthcare
11/13/14
PINC
$120.00
$32.35
$32.35
0.00
Rexnord Corp.
USA
Machinery
11/13/14
RXN
$394.00
$26.75
$27.25
-1.83
-0.97
CS
Texas Capital Bancshares
Inc.
USA
Finance
11/13/14
TCBI
$151.89
$60.20
$61.74
-2.49
-1.48
JPM; DB
Voya Financial Inc.
USA
Insurance
11/13/14
VOYA
$1,180.18
$39.30
$39.99
-1.73
-0.10
Zoe's Kitchen Inc.
USA
Dining & Lodging
11/13/14
ZOES
$121.60
$32.00
$32.42
-1.30
JEFF; PJ; BAIRD
Cheniere Energy Partners
LP Holdings LLC
USA
Utility & Energy
11/14/14
CQH
$234.83
$23.25
$23.91
-2.76
CS
EnLink Midstream
Partners LP
USA
Utility & Energy
11/14/14
ENLK
$297.89
$28.37
$29.43
-3.60
WLF; BAR; BOAML;
MS; CITI; CS; DB; GS;
JEFF; JPM; UBS; RBC
35
Deals
$14,213.17
Totals
Bookrunner(s)
Lead/
Co-Manager(s)
Nation
MS; CITI; COWEN;
JEFF
3.28
JMPSEC; LTC
LCLLC
JPM; BOAML; WLF
CITI; RJA; STRH;
WBLR
BOAML; CITI
WBLR; STEP; STFL
RJA; OPCO
SEC Registered Follow-Ons with Lock-up Expirations Within Next 2 Weeks
Issuer
Deal Value Lock-up Lock-up Exp.
($M)
Prov.
Date
Nation
Industry
Pricing Date
Ticker
Bookrunner(s)
Lead/Co-Manager(s)
Legacy Reserves LP
USA
Oil & Gas
10/3/14
LGCY
$314.87
45
11/17/14 UBS; BOAML; RBC; WLF;
BAR; CITI; JPM; RJA
BAIRD; LTC; MLV; JMS; WU
Chatham Lodging Trust
USA
Real Estate/
Property
9/19/14
CLDT
$150.77
60
11/18/14
BAR; BOAML; UBS
BAIRD; CACIB; PJ; STFL; FBR;
JMPSEC; STRH
WaferGen Bio-Systems Inc.
USA
Professional
Services
8/21/14
WGBS
$20.00
90
11/19/14
LTC
NS; BRNCAP
ZBB Energy Corp.
USA
Utility & Energy
8/21/14
ZBB
$14.84
90
11/19/14
CHG
Natural Resource Partners LP
USA
Mining
BreitBurn Energy Partners LP
USA
Oil & Gas
10/6/14
NRP
$102.17
45
11/20/14
CITI; WLF; BOAML; UBS
STFL; BCM
10/7/14
BBEP
$260.96
45
11/21/14
BOAML; BAR; CITI; MS;
RBC; UBS; WLF; CS; JPM
BAIRD; JMS; MLV; OPCO; STFL;
WU; GLBGS; JHWL; LTC
Burlington Stores Inc.
USA
Retail
10/7/14
BURL
$306.00
45
11/21/14
JPM
Celator Pharmaceuticals Inc.
USA
Healthcare
10/22/14
CPXX
$14.83
30
11/21/14
RCP; NS
KCAP Financial Inc.
USA
Finance
10/7/14
KCAP
$24.90
45
11/21/14
JMPSEC
Parkway Properties Inc.
USA
Real Estate/
Property
9/22/14
PKY
$213.90
60
11/21/14
BOAML; WLF; BAR; MS
RBC; KCM; PJ; STFL; JMPSEC
AVANIR Pharmaceuticals
USA
Healthcare
9/23/14
AVNR
$230.23
60
11/22/14
JPM; DB; BOAML
PJ; JMPSEC
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SEC Registered Follow-Ons with Lock-up Expirations Within Next 2 Weeks
Issuer
Deal Value Lock-up Lock-up Exp.
($M)
Prov.
Date
Nation
Industry
Pricing Date
Ticker
Bookrunner(s)
Lead/Co-Manager(s)
Gladstone Land Corp.
USA
Real Estate/
Property
9/24/14
LAND
$15.02
60
11/23/14
JMS; OPCO; JMPSEC
LTC; MAXM; JHWL; SIDO
Motorcar Parts of America Inc.
USA
Machinery
8/26/14
MPAA
$71.76
90
11/24/14
CHG; RCP
Pebblebrook Hotel Trust
USA
Real Estate/
Property
10/28/14
PEB
$147.20
30
11/27/14
WLF
Sabra Health Care REIT Inc.
USA
Real Estate/
Property
9/29/14
SBRA
$167.33
60
11/28/14
BOAML; BAR; RBC; RJA
Acadia Realty Trust
USA
Real Estate/
Property
10/30/14
AKR
$116.32
30
11/29/14
BOAML; BAR
CubeSmart
USA
Real Estate/
Property
10/15/14
CUBE
$144.49
45
11/29/14
BAR; JEFF
Corporate Office Properties Trust
USA
Real Estate/
Property
10/31/14
OFC
$150.70
30
11/30/14
WLF
Susser Petroleum Partners LP
USA
Oil & Gas
10/21/14
SUSP
$370.00
40
11/30/14
MS; BOAML; BAR; CITI;
CS; DB; GS; JEFF; JPM;
RBC; UBS; WLF
19
Deals
$2,836.29
Totals
OPCO; JPM; STRH
Registered Offerings and CMPOs Priced/Closed Since November 3, 2014
Issuer
Nation
Industry Status
Date
Type
Deal Amt
($M)
Sec.
Ticker
Type
Mkt. Cap
(M)
Stock
Price
Prem/
Disc %
WC(s)
Placement
Agents/
Underwriters
AxoGen Corp.
USA
Healthcare
Closed
11/13/14
RD
$3.55
CS
AXGN
$44.54
$2.55
-1.90%
N/A
AxoGen Corp.
USA
Healthcare
Closed
11/13/14
RD
$1.75
CS
AXGN
$44.54
$2.55
6.70%
N/A
CTI BioPharma Corp.
USA
Healthcare
Closed
11/13/14 CMPO
$35.00
PSC
CTIC
$327.20
$2.18
-15.30%
N/A
PJ; RCP; LTC;
JMS
Mast Therapeutics
Inc.
USA
Healthcare
Closed
11/13/14 CMPO
$14.85
CS
MSTX
$59.32
$0.46
-0.70% 50.00%
COWEN; CG;
LLGSE
Mast Therapeutics
Inc.
USA
Healthcare
Closed
11/13/14 CMPO
$6.15
PW
MSTX
$59.32
$0.46
-0.70% 50.00%
COWEN; CG;
LLGSE
Orbcomm Inc.
USA Telecommunications
Closed
11/13/14 CMPO
$82.80
CS
ORBC
$363.10
$6.57
-10.40%
N/A
RJA; CG; MGL;
CHG; CHCML
Lightbridge Corp.
USA
Energy
Priced
11/12/14
RD
$5.04
CS
LTBR
$35.27
$2.34
-25.20% 95.00%
WBLR
Southcross Energy
Partners LP
USA
Energy
Closed
11/12/14
RD
$75.00
ATM
SXE
$451.83
$18.98
0.00%
N/A
WLF; JPM; RBC
USA Compression
Partners LP
USA
Industrial
Closed
11/12/14
RD
$150.00
ATM
USAC
$694.18
$22.60
0.00%
N/A
UBS; RJA; RBC;
STRH
Geo Group Inc.
USA
Real Estate
Closed
11/10/14
RD
$100.00
ATM
GEO
$3,007.21
$41.40
0.00%
N/A
STRH; WLF; JPM;
VP; BOAML; BAR;
MCNIC
American Superconductor Corp.
USA
Technology
Priced
11/7/14
RD
$10.00
CS
AMSC
$117.65
$1.36
-19.10% 90.00%
COWEN; MCNIC
Cadiz Inc.
USA Consumer/Retail
Priced
11/7/14
RD
$12.21
CS
CDZI
$158.81
$9.80
Clean Diesel Technologies Inc.
USA
Closed
11/7/14
RD
$4.35
CS
CDTI
$33.64
$2.71
Industrial
3.80%
N/A
-11.70% 25.00%
COWEN
CONTINUED >
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Registered Offerings and CMPOs Priced/Closed Since November 3, 2014
Issuer
Nation
EnLink Midstream
Partners LP
Industry Status
USA
Energy
Closed
Date
Type
Deal Amt
($M)
11/7/14
RD
$350.00
Sec.
Ticker
Type
ATM
ENLK
Mkt. Cap
(M)
Stock
Price
Prem/
Disc %
WC(s)
$6,828.16
$29.30
0.00%
N/A
Placement
Agents/
Underwriters
BMOCM; BOAML;
CITI; JEFF; RJA;
RBC
InspireMD Inc.
USA
Healthcare
Closed
11/7/14
RD
$8.14
CS
NSPR
$45.17
$1.25
Prospect Capital
Corp.
USA
Financial
Institutions
Closed
11/7/14
RD
Unknown
ATM
PSEC
$3,293.26
$9.34
0.00%
N/A
KCM; CM; GS;
RBC; BR
Sunoco Logistics
Partners LP
USA
Energy
Closed
11/6/14
RD
$1,000.00
ATM
SXL
$10,029.13
$45.45
0.00%
N/A
RBC; BOAML;
BAR; BNP; CITI;
CS; DB; GS; JEFF;
JPM; MUFG; MS;
SC; STRH; UBS;
WFS
Vanda Pharmaceuticals Inc.
USA
Healthcare
Closed
11/3/14 CMPO
$66.70
CS
VNDA
$407.15
$12.01
-3.60%
N/A
JEFF; PJ;
JMPSEC; CG
WidePoint Corp.
USA
Technology
Closed
11/3/14 CMPO
$11.50
CS
WYY
$114.60
$1.56
-9.90%
N/A
BRO; CHG
19 Deals
$1,937.04
Totals
-15.60% 50.00%
HWC
Shelf Registration Statements Filed Since November 3, 2014
Reg. Amt.
($M)
Securities
11/14/14
$100.00
Equity/Debt
11/14/14
$30.00
Equity
S-3
11/13/14
$100.00
Equity/Debt
IIN
S-3
11/13/14
$10.00
Equity/Debt
BNS
F-3
11/12/14
$7,000.00
Equity/Debt
Blue Earth Inc.
BBLU
S-3
11/12/14
$50.00
Equity/Debt
Cherry Hill Mortgage Investment Corp.
CHMI
S-3
11/12/14
$500.00
Equity/Debt
MacroGenics Inc.
Issuer
Ticker
Type
Filing Date
First NBC Bank Holding Co.
NBCB
S-3
Lantronix Inc.
LTRX
S-3
Evoke Pharma Inc.
EVOK
IntriCon Corp.
Bank of Nova Scotia
MGNX
S-3
11/12/14
Premier Inc.
PINC
S-3ASR
11/12/14
Sprague Resources LP
SRLP
S-3
11/12/14
Walter Energy Inc.
WLT
S-3
11/12/14
Brixmor Property Group Inc.
BRX
S-3ASR
11/10/14
Dynavax Technologies Corp.
DVAX
S-3
Five Prime Therapeutics Inc.
FPRX
OvaScience Inc.
SUPERVALU INC.
Eff. Date
$150.00
Equity/Debt
Unlimited
Equity/Debt
$1,000.00
Equity/Debt
11/12/14
Unlimited
Equity/Debt
11/10/14
Unlimited
Equity/Debt
11/10/14
$200.00
Equity/Debt
S-3
11/10/14
$100.00
Equity
OVAS
S-3
11/10/14
$150.00
Equity/Debt
11/12/14
SVU
S-3ASR
11/10/14
11/10/14
Unlimited
Debt
Century Aluminum Co.
CENX
S-3ASR
11/7/14
11/7/14
Unlimited
Equity/Debt
Cymabay Therapeutics Inc.
CBAY
S-3
11/7/14
$100.00
Equity/Debt
Education Realty Trust Inc.
EDR
S-3ASR
11/7/14
11/7/14
Unlimited
Equity
EA
S-3ASR
11/7/14
11/7/14
Unlimited
Equity/Debt
Electronic Arts Inc.
CONTINUED >
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Shelf Registration Statements Filed Since November 3, 2014
Issuer
Ticker
Type
Filing Date
Endurance International Group Holdings Inc.
EIGI
S-3
11/7/14
JPMorgan Chase & Co.
JPM
S-3ASR
11/7/14
Niska Gas Storage Partners LLC
NKA
S-3
11/7/14
Pernix Therapeutics Holdings Inc.
PTX
S-3
11/7/14
Plum Creek Timber Co.
PCL
S-3ASR
11/7/14
PRMW
S-3
Sagent Pharmaceuticals Inc.
SGNT
TransEnterix Inc.
Reg. Amt.
($M)
Securities
$49.44
Equity
Unlimited
Debt
$1,250.00
Equity/Debt
Eff. Date
11/7/14
$300.00
Equity/Debt
Unlimited
Equity/Debt
11/7/14
$75.00
Equity/Debt
S-3
11/7/14
$799.95
Equity/Debt
TRXC
S-3
11/7/14
$100.00
Equity/Debt
Unum Group
UNM
S-3ASR
11/7/14
11/7/14
Unlimited
Equity/Debt
CBS Corp.
CBS
S-3ASR
11/6/14
11/6/14
Unlimited
Equity/Debt
PMFG Inc.
PMFG
S-3
11/6/14
$100.00
Equity/Debt
Telus Corp.
TU
F-10
11/6/14
$3,000.00
Equity/Debt
Zogenix Inc.
ZGNX
S-3
11/6/14
$100.00
Equity/Debt
Ironwood Pharmaceuticals Inc.
IRWD
S-3ASR
11/5/14
Unlimited
Equity/Debt
LDR Holding Corp.
LDRH
S-3
11/5/14
$150.00
Equity/Debt
Midway Gold Corp.
MDW
S-3
11/5/14
$50.00
Equity
OCR
S-3ASR
11/5/14
Unlimited
Equity/Debt
PACB
S-3
11/5/14
$150.00
Equity/Debt
Primo Water Corp.
Omnicare Inc.
Pacific Biosciences of California Inc.
11/7/14
11/5/14
11/5/14
Uroplasty
UPIData is updated based on availability of S-3
11/5/14
$50.00
All data isInc.
based on proproetary information from Dealogic.
public disclosures
(e.g. press releases and SEC filings) or has
been obtained fromEquity
Assurant Inc.
MB Financial Inc.
QTS Realty Trust Inc.
Quintiles Transnational Holdings Inc.
Sorrento Therapeutics Inc.
XL Group plc
AIZ
S-3ASR
11/4/14
11/4/14
Unlimited
Equity/Debt
MBFI
S-3ASR
11/4/14
11/4/14
Unlimited
Equity/Debt
QTS
S-3
11/4/14
$1,000.00
Equity
Unlimited
Equity
$250.00
Equity
Q
S-3ASR
11/4/14
SRNE
S-3
11/4/14
11/4/14
XL
S-3ASR
11/4/14
11/4/14
Unlimited
Equity/Debt
Aerie Pharmaceuticals Inc.
AERI
S-3
11/3/14
11/10/14
$150.00
Equity
Las Vegas Sands Corp.
LVS
S-3ASR
11/3/14
11/3/14
Unlimited
Equity/Debt
PRAN
F-3
11/3/14
11/10/14
$50.00
Equity
25
Shelf Registeration Statements
Prana Biotechnology Ltd.
Totals
Shell Merger Activity Since November 3, 2014
Merger Date
Surviving Company Ticker
11/10/14
Legacy Education
Alliance Inc.
11/5/14
3D Makerjet Inc.
Shell Company
PRCD
Private Company Recent Price Avg Vol 3 Mo
Market Cap Shares Out
($M)
(M)
Priced In Corp.
Legacy Education
Alliance Holdings
N/A
N/A
N/A
4.00
3D Makerjet Inc. (f/k/a American Business Change Agents Inc.)
3D MakerJet Asia Ltd.
N/A
N/A
N/A
31.20
Related PIPE
Financing(s)
($M)
Includes companies which have completed mergers of private operating businesses into public shell companies as defined by the Securities and Exchange Commission. The information
is derived from public filings with the Securities and Exchange Commission, Nasdaq and company announcements, sources which The Deal believes to be current and reliable. However,
we cannot guarantee the accuracy and completeness of the information, which may be revised at any time. Total outstanding share amounts may reflect either pre- or post-merger
ownership. N/T = Not Trading.
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Shell Companies Since November 3, 2014
Initial Filing Date
Company
Ticker
State of Incorporation
Date of Incorporation Sharings Outstanding
Authorized Shares
Number of
(M) Shareholders
11/3/14
Deer Valley Acquisition Corp.
Delaware
9/25/14
20
100
2
11/3/14
Elm Valley Acquisition Corp.
Delaware
9/25/14
20
100
2
11/3/14
Fox Valley Acquisition Corp.
Delaware
9/25/14
20
100
2
11/3/14
Oak Valley Acquisition Corp.
Delaware
9/25/14
20
100
2
11/3/14
Owl Valley Acquisition Corp.
Delaware
9/25/14
20
100
2
11/3/14
Redwood Valley Acquisition Corp.
Delaware
9/25/14
20
100
2
11/3/14
Sirrus Corp.
Nevada
3/7/14
25
200
1
11/3/14
Spruce Valley Acquisition Corp.
Delaware
9/25/14
20
100
2
Includes SEC reporting companies which have declared their shell status and/or intent to merge with an operating company in a recent SEC filing; have non-financial assets of less than
$100,000; have annual operating revenues of less than $100,000; have not been declared a delinquent filer by the SEC or their primary listing market; and have not already announced a
completed reverse merger. We cannot guarantee the accuracy or completeness of the information, which may be revised at any time. N/T = Not Trading.
SPAC IPOs in Registration
S-1/F-1 Date
Days in
Registration
1/14/11
1,400
12/23/11
1,057
RNK Global Development
Acquisition Corp.
1/13/12
1,036
Chardan Metropol Acquisition
Corp.
4/25/12
933 Energy, infrastructure, telecommunications and consumerrelated sectors in Russia
BSP Acquisition Corp.
5/19/14
179
Harmony Merger Corp.
7/9/14
128
SPAC
China Resources Development Inc.
Pacific Monument Acquisition
Corp.
Quinpario Acquisition Corp. 2
9/26/14
CB Pharma Acquisition Corp.
10/23/14
22
Arowana Inc.
10/24/14
Barington/Hilco Acquisition
Corp.
11/13/14
Sector Focus
IPO Amt IPO Trust
($M)
($M)
Investment Banker(s)
Legal Counsel
Basic minerals mining Lazard Capital Markets; Ladenburg
companies (and related busi- Thalmann & Co.; Chardan Capital
nesses) located in or serving Markets; I-Bankers Securities Inc.
China
Graubard Miller; Conyers Dill &
Pearman; Skadden, Arps, Slate,
Meagher & Flom LLP; Wu & Kao,
P.L.L.C.
$50.00
$50.25
Morgan Joseph TriArtisan LLC; Graubard Miller; Ellenoff Grossman
Ladenburg Thalmann & Co.
and Schole LLP
$40.00
$40.60
Security and defense sector
Chardan Capital Markets
Golenbock Eiseman Assor Bell &
Peskoe, LLP; Conyers Dill & Pearman; Loeb & Loeb LLP
$40.00
$40.15
Chardan Capital Markets
Conyers Dill & Pearman; Loeb &
Loeb LLP
$40.00
$40.00
Cantor Fitzgerald & Co. Ellenoff Grossman and Schole LLP;
Graubard Miller
$100.00
$100.00
Cantor Fitzgerald & Co. Graubard Miller; Ellenoff Grossman
and Schole LLP
$100.00
$100.00
Transportation, travel and
leisure industries
49 Specialty chemicals and performance materials industries
Deutsche Bank Securities Inc.;
Cantor Fitzgerald & Co.
Graubard Miller; Kirkland & Ellis
LLP
$350.00
$350.00
Specialty pharma and generic drug companies in North
America, Europe, South America
and Asia
EarlyBirdCapital Inc.
Graubard Miller; Maples and
Calder (PRC); McDermott Will &
Emery LLP
$40.00
$40.20
21
Energy or education companies
operating or seeking to expand in
the Asia Pacific region
Graubard Miller; Maples and
Calder (PRC); McDermott Will &
Emery LLP
$60.00
$60.30
1
Consumer-focused businesses
located in the U.S.
Kramer Levin Naftalis & Frankel
LLP; Graubard Miller
$40.00
$40.80
Includes “special purpose acquisition companies” which have completed IPOs as blank check companies exempt from Rule 419 of the Securities Act of 1933 and the Penny Stock Reform
Act of 1990, and are listed on the Over-the-Counter Bulletin Board, the Nasdaq Stock Market, or a primary U.S. exchange and have not completed acquisitions. The information is derived
from public filings with the Securities and Exchange Commission, Nasdaq and company announcements, sources which The Deal believes to be current and reliable. However, we cannot
guarantee the accuracy and completeness of the information, which may be revised at any time. Some trust amounts may include proceeds from concurrent private placements.
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Trading SPACs
SPAC
Tickers IPO Date
Bankers
AR Capital Acquisition AUMAU 10/7/14
Corp.
Citigroup Global Markets Inc.;
Ladenburg Thalmann & Co.
DT Asia Investments
Ltd.
CADTU 10/6/14
Sino Mercury Acquisi- SMACU
tion Corp.
EarlyBirdCapital Inc.; Aegis
Capital Corp.; I-Bankers Securities Inc.
Sector Focus/ Recent Avg Vol Market Cap
Startegy
Price (3 mos)
($M)
Asset management industry
$9.78 210,723
IPO Amt IPO Trust
($M)
($M)
$366.75
$ 240.00
$240.00
65,181
$78.20
$ 60.00
$69.97
$9.99
471
$54.13
$ 40.00
$40.80
Company with an enterprise value $10.01
of between $200 million and $1.25
billion
36,862
$232.17
$ 185.00
$212.75
Companies having a total enterprise $10.00
value in excess of $300 million with
operations in China or Asia
9/2/14
Cantor Fitzgerald & Co.
TRTLU 7/22/14
Deutsche Bank AG
1347 Capital Corp.
TFSC 7/21/14
Capital Corp.
Businesses operating in or providing
services to the insurance industry
$9.54
14,620
$56.86
$ 40.00
$46.00
Garnero Group
Acquisition Co.
GGAC
7/1/14
EarlyBirdCapital Inc.; I-Bankers
Securities Inc.; Ladenburg
Thalmann & Co.; Aegis Capital
Corp.
Energy or biotechnology companies
operating in Latin America or Europe
$9.65
22,980
$179.51
$ 125.00
$144.47
WL Ross Holding Corp.
WLRH 6/11/14
Deutsche Bank AG; Bank of
America Corp.
Distressed or underperforming $10.00
companies in industries undergoing
periods of dislocation
87,490
$625.31
$ 435.00
$500.25
Committed Capital
Acquisition Corp. II
CCAQ 4/16/14
Broadband Capital Management LLC
Operating business in the U.S. having
a fair market value between $100
million and $300 million
$4.90
300
$177.43
$ 35.00
$40.00
Boulevard Acquisition
Corp.
BLVD 2/19/14
I-Bankers Securities Inc.;
Maxim Group LLC
Companies undergoing a transition
as a result of a restructuring,
change of business model or basis of
competition
$9.64
35,870
$265.71
$ 210.00
$220.50
Hennessy Capital
Acquisition Corp.
HCAC 1/23/14
Deutsche Bank Securities Inc.
Operating business in the industrial
manufacturing and distribution sectors
$9.83
23,820
$141.31
$ 100.00
$115.00
Terrapin 3 Acquisition
Corp.
Business in China operating in the
non-traditional financial industry
(microcredit, financial leasing,
guarantors)
Target(s)
WISeKey SA;
WISeKey USA
Inc.
School Bus
Holdings Inc.;
Blue Bird
Corp.
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Trading SPACs
Sector Focus/
Startegy
Recent Avg Vol Market Cap
Price (3 mos)
($M)
SPAC
Tickers IPO Date
Bankers
Cambridge Capital
Acquisition Corp.
CAMBU 12/23/13
EarlyBirdCapital Inc.; Sidoti &
Co. LLC; I-Bankers Securities
Inc.; Aegis Capital Corp.
Businesses operating in the supply $10.10
chain industry, specifically in the
traditional transportation and
logistics end of the industry
Levy Acquisition Corp.
LEVY 11/19/13
I-Bankers Securities Inc.;
Maxim Group LLC; National
Securities Corp.
Restaurant and hospitality sectors
Global Defense &
National Security
Systems Inc.
GDEF 10/29/13
Cowen and Co.; Maxim Group
LLC; I-Bankers Securities Inc.
Defense and national security sec- $10.30
tors in the U.S.
ROI Acquisition
Corp. II
ROIQ 9/20/13
Consumer sector (consumer products, retail or restaurant industry)
or financial services sector (asset
management industry) in the U.S.
or globally
Silver Eagle Acquisition Corp.
EAGL 7/30/13
7/2/13
Capital Corp.
Capitol Acquisition
Corp. II
CLAC 5/15/13
HF2 Financial Management Inc.
IPO Amt IPO Trust
($M)
($M)
Target(s)
2,234
$95.63
$ 70.00
$81.31
$9.72 100,650
$182.25
$ 150.00
$150.00
31,690
$99.14
$ 60.00
$72.80
$9.65
42,850
$150.78
$ 125.00
$125.00
Media and entertainment business,
including providers of content in the
U.S. and internationally
$9.79
31,870
$397.72
$ 300.00
$325.00
Healthcare industry, with special focus on specialty pharmacy, infusion
pharmacy and/or drug distribution
sectors in the U.S.
$8.30
2,750
$84.67
$ 52.80
$63.45
Deutsche Bank Securities Inc.;
Ladenburg Thalmann & Co.;
Imperial Capital LLC
$9.79
1,850
$244.75
$ 180.00
$200.00
HTWO 3/27/13
EarlyBirdCapital Inc.; Sandler
O'Neill & Partners LP
Companies operating in the financial $10.29
services industry
30,060
$242.76
$ 153.00
$184.75
ZAIS Group
Parent LLC;
ZAIS Group
LLC
Chart Acquisition
Corp.
CACG 12/19/12
Cowen and Co.; Mitsubishi
UFJ Securities; Deutsche Bank
Securities Inc.
$9.70
18,860
$94.58
$ 75.00
$75.00
Tempus
Intermediate
Holdings LLC
Collabrium Japan
Acquisition Corp.
JACQ 10/24/12
The PrinceRidge Group LLC
Businesses with operations in Japan $11.00
or that are Japanese owned
130
$42.12
$ 40.00
$43.37
MergeWorthRx Corp.
MWRX
Provision and/or outsourcing of
government services
AeroCare
Holdings Inc.
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Venture Capital Deals Since November 3, 2014
Date
Company
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/14/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/13/14
11/12/14
11/12/14
11/12/14
11/12/14
11/12/14
11/12/14
11/12/14
11/12/14
11/12/14
11/12/14
11/12/14
Apio Systems
Arkin Net
Body Labs
Clone
Fingi
Full Spectrum Laser
Indice Semiconductor
Infocyte
Metal Networks
Monteris Medical
Quandl
Rival IQ
Validately
Vida
Wannabiz
7AC Technologies
Blue Triangle
BuzzMyVideos
Carmell Therapeutics
Chariot
Cozymeal
Curiosity
D-Wave Systems
Entomo
Flowonix Medical
Hibernum Créations
ioSemantics
know’N’act
LEAGUE
LensAR
Lover.ly
Qollaboration
Razberi
Scopely
Speakaboos
The Orange Chef
VISANOW
Wildcard
ApplePie Capital
BrightRoll
CareLuLu
Course Hero
Degreed
Echo360
Encycle Therapeutics
Estimize
Full Circle CRM
gogobot
Ineda Systems
Round
Funding Amount
Series A
Undisclosed
Seed
Seed
Seed
Undisclosed
Undisclosed
Seed
Series A
Series B
Undisclosed
Undisclosed
Seed
Seed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Seed
Seed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Seed
Undisclosed
Series A
Seed
Series A
Undisclosed
Series B
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Series A
Undisclosed
Series C
Undisclosed
Undisclosed
Series A
Series C
Series B
$5,000,000
$7,000,000
$2,200,000
$75,000
$250,000
$10,000,000
$6,000,000
$500,000
$5,000,000
$30,000,000
$5,400,000
$1,000,000
$280,000
$1,300,000
$2,200,000
$1,250,000
Undisclosed
$2,500,000
$303,818
$187,500
$175,000
$6,000,000
$2,193,685
$2,000,000
$40,000,000
$5,000,000
$2,380,000
$500,000
$4,000,000
$2,000,000
Undisclosed
$210,000
$3,500,000
$35,800,000
$6,500,000
$935,000
$16,100,000
$10,000,000
$3,770,000
$640,000,000
$1,700,000
$15,000,000
$6,880,827
$18,000,000
$2,500,000
$350,000
$3,800,000
$20,000,000
Undisclosed
Date
Company
11/12/14
11/12/14
11/12/14
11/12/14
11/12/14
11/12/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/11/14
11/10/14
11/10/14
11/10/14
11/10/14
11/10/14
11/10/14
11/10/14
11/10/14
11/10/14
11/10/14
11/10/14
11/10/14
11/10/14
11/10/14
11/7/14
11/7/14
11/7/14
11/7/14
11/7/14
11/7/14
11/7/14
11/7/14
11/7/14
La Lumiere
Mobiquity
Modernizing Medicine
Sentrian
VersionOne
VetDC
Advice Interactive
Avalara
Cavendish Kinetics
Elevate Digital
Entryless
EverNote
Evident.io
Farmers Edge
FourKites
Good Done Great
Kinsa
Mesh Networks
Prostate Management Diagnostics
Raise
RepairPal
Revel Systems
Sunshine
WeDidIt
Xtime
Ziarco
Abeona Therapeutics
Ambiq Micro
DogVacay
Highspot
LiquidText
Mindjet
Niwa
Prositions
Restoration Robotics
SolarBridge Technologies
Spirometrix
Vibrant
YourCause
Zerve
Appifier
BluWrap
Cloud9 Analytics
Cognitive Code
Coherus BioSciences
Confluent
Encoding.com
Gemr
H2O
Round
Funding Amount
Series B
Undisclosed
Undisclosed
Series A
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Series B
Seed
Undisclosed
Series A
Undisclosed
Seed
Undisclosed
Seed
Undisclosed
Series A
Undisclosed
Undisclosed
Series C
Seed
Seed
Undisclosed
Series B
Undisclosed
Series C
Series B
Series A
Seed
Undisclosed
Seed
Undisclosed
Undisclosed
Undisclosed
Series B
Undisclosed
Series A
Undisclosed
Undisclosed
Undisclosed
Series B
Undisclosed
Undisclosed
Undisclosed
Series B
Series A
Undisclosed
$20,000,000
$3,000,000
$15,000,000
$12,000,000
$20,000,000
$587,313
Undisclosed
$100,000,000
$7,000,000
$4,000,000
$225,000
$20,000,000
$9,850,000
Undisclosed
$750,000
$500,000
Undisclosed
$4,300,000
$1,600,000
$18,100,000
Undisclosed
$1,000,000,000
$1,350,000
$660,000
$325,000,000
$33,100,000
$3,612,500
$15,000,000
$25,000,000
$9,600,000
$202,500
$10,000,000
Undisclosed
$2,000,000
$45,208,699
Undisclosed
$8,600,000
$750,000
$4,000,000
$20,000,000
Undisclosed
$12,600,000
Undisclosed
Undisclosed
$85,050,000
$6,900,000
$3,500,000
$4,930,000
$8,900,000
CONTINUED >
All data is based on proprietary information from PrivateRaise, a service of The Deal. Data is updated based on availability of public disclosures (e.g. press releases and SEC filings) or has
been obtained from sources deemed reliable, including certain third party sources. However, The Deal cannot guarantee te accuracy and completeness of this information.
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< Previous
Venture Capital Deals Since November 3, 2014
Date
Company
11/7/14
11/7/14
11/7/14
11/7/14
11/7/14
11/7/14
11/7/14
11/7/14
11/7/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/6/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
LawnStarter
LeadFerret
LumaStream
Neuro Kinetics
nVoq
Parenthoods
PBworks
StratusLIVE
Vivino
C3Nano
Chime
Convercent
Dashbox
DecisionDesk
Eos Energy Storage
EverSpin Technologies
Everyday Carry
LogoGarden.com
MediaRadar
MeowChat
Nevro
OrthAlign
PBworks
Prepared Response
Sandboxx
Shippable
Vicarious
Watchup
Ximedica
Zen99
ZergNet
Airspan Networks
AnDAPT
Blueshift Labs
Braigo Labs
Creditera
Eaze
Echo Labs
Eyefluence
FilmTrack
Fuel3D
MOGL
NetSpeed Systems
NotaryCam
Ossia
Paracosm
Pendo
Reno Sub-Systems
Riffsy
Round
Funding Amount
Undisclosed
Seed
Undisclosed
Undisclosed
Undisclosed
Seed
Undisclosed
Undisclosed
Undisclosed
Series C
Seed
Undisclosed
Undisclosed
Seed
Undisclosed
Series B
Seed
Seed
Undisclosed
Series B
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Seed
Series A
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Series A
Series E
Undisclosed
Seed
Undisclosed
Series A
Undisclosed
Seed
Undisclosed
Series B
Undisclosed
Undisclosed
Series B
Seed
Undisclosed
Seed
Seed
Undisclosed
Seed
$720,000
$250,000
$412,697
$212,241
$456,000
$1,320,000
$355,000
$3,000,000
$12,218,729
$12,000,000
$8,000,000
$1,000,000
Undisclosed
$1,500,000
$3,940,000
$7,015,729
$150,000
$750,000
$6,700,000
$8,000,000
$126,000,000
$15,000,000
$1,814,369
$406,360
$700,000
$8,000,000
$11,999,953
$2,750,000
Undisclosed
$2,500,000
$3,200,000
$5,000,000
Undisclosed
$2,600,000
Undisclosed
$6,500,000
$1,500,000
$360,000
Undisclosed
$10,000,000
$6,400,000
$11,000,000
Undisclosed
$430,000
Undisclosed
$3,300,000
$1,250,000
Undisclosed
$3,500,000
Date
Company
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/5/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/4/14
11/3/14
11/3/14
11/3/14
11/3/14
11/3/14
11/3/14
11/3/14
11/3/14
11/3/14
Senova Systems
Stratoscale
Thanx
Tolero Pharmaceuticals
VivaReal
Wanderu
WorkingPoint
Xenon Pharmaceuticals
Zift Solutions
Audyssey Laboratories
Avegant
Better ATM Services
Butterfly Network
CA7CH
Campus Quad
Changelane
Chargesafe
Contactually
Corona Labs
CyVek
DeltaDNA
DigitalTangible
eDivv
Evermind
Gigya
Gravitant
Imago BioSciences
Imbue
Incoming Media
Inrix
Iontera
Kash
LifeNexus
Namely
Nitro
PrecisionHawk
Prelert
Rock Health
Shareholder InSite
bswift
Classkick
Fuze Network
MX
Rover.com
Sociable Labs
SomaLogic
StyleHaul
Tout
Total:
Round
Series C
Series B
Series A
Series B
Undisclosed
Series A
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Series A
Undisclosed
Undisclosed
Series A
Undisclosed
Seed
Seed
Seed
Undisclosed
Undisclosed
Undisclosed
Seed
Seed
Undisclosed
Undisclosed
Series B
Series A
Seed
Undisclosed
Undisclosed
Undisclosed
Seed
Undisclosed
Series B
Series B
Series B
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Seed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
Undisclosed
195
Funding Amount
$1,489,888
$32,000,000
$4,700,000
$8,000,000
$41,300,018
$5,600,000
Undisclosed
$36,000,000
$920,406
Undisclosed
$9,370,000
$945,200
$100,000,000
$450,000
$1,175,000
$200,000
$175,000
$2,000,000
Undisclosed
$95,000,000
$3,000,000
$225,000
$75,000
$778,730
Undisclosed
$25,000,000
$26,500,000
$175,000
Undisclosed
Undisclosed
$1,597,538
$2,000,000
$1,500,000
$12,000,000
$15,000,000
Undisclosed
Undisclosed
Undisclosed
Undisclosed
$400,000,000
$150,000
Undisclosed
Undisclosed
Undisclosed
$5,375,499
$16,490,873
Undisclosed
$3,147,362
All data is based on proprietary information from PrivateRaise, a service of The Deal. Data is updated based on availability of public disclosures (e.g. press releases and SEC filings) or has
been obtained from sources deemed reliable, including certain third party sources. However, The Deal cannot guarantee te accuracy and completeness of this information.
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COMPANY INDEX
GTx Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Peak Resorts Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11, 14
Guggenheim Partners LLC . . . . . . . . . . . . . . . . . . . . . . 6
Piper Jaffray & Co. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
AerCap Holdings NV . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Guggenheim Securities LLC . . . . . . . . . . . . . . . . . . 6, 14
Powdr Corp. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
Air France SA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Habit Restaurants Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . 14
PricewaterhouseCoopers LLP . . . . . . . . . . . . . . . . . . . 6
Air Namibia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Herrick, Feinstein LLP . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Prides Capital Partners LLC . . . . . . . . . . . . . . . . . . . . . . 7
Airbus SAS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
IntraLinks Holdings Inc. . . . . . . . . . . . . . . . . . . . . . . . . . 6
Providence Service Corp. . . . . . . . . . . . . . . . . . . . . . . . 10
Aite Group LLC . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Intrawest Resorts Holdings Inc. . . . . . . . . . . . . . . . . 12
Pyramid Peaks Foundation . . . . . . . . . . . . . . . . . . . . . . 9
Alberta Investment Management Corp. . . . . . . . . . 6
Intrepid Aviation Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Raymond James & Associates Inc. . . . . 10, 11, 12, 14
Alitalia SpA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
IssuWorks Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
RBC Capital Markets . . . . . . . . . . . . . . . . . . . . . 10, 11, 12
AlixPartners LLP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Jefferies LLC . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Regado Biosciences Inc. . . . . . . . . . . . . . . . . . . . . . . . . . 9
American Express Co. . . . . . . . . . . . . . . . . . . . . . . . . . . 10
JPMorgan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11, 14
Reservoir Capital Group LLC . . . . . . . . . . . . . . . . . . . . 11
American International Group Inc. . . . . . . . . . . . . . 11
JPMorgan Securities LLC . . . . . . . . . . . . . . . . . . . . . . . . 8
Revel Systems . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
American Skiing Co. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
Kabbage Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Rich Dad Operating Co. LLC . . . . . . . . . . . . . . . . . . . . . 7
Avolon Holdings Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Keefe Bruyette & Woods Inc. . . . . . . . . . . . . . . . . . . . 14
Richards, Layton & Finger PA . . . . . . . . . . . . . . . . . . . . 6
Bank of America Merrill Lynch . . . . . . . . . . . . . . . 11, 14
KFT Trust . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Robert W. Baird & Co. . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Bank of New York Mellon Trust Co. NA . . . . . . . . . . .8
Khosla Ventures III LP . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Roth Capital Partners LLC . . . . . . . . . . . . . . . . . . . . . . 14
BlackRock Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
King & Spalding LLP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
SAP Ventures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Blood Centers of America Inc. . . . . . . . . . . . . . . . . . . . 8
KiOR Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Savvis Communications Corp. . . . . . . . . . . . . . . . . . . . 8
BNP Paribas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Latham & Watkins LLP . . . . . . . . . . . . . . . . . . . 10, 11, 12
Scotiabank . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Boeing Co. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Lazard . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Second Sight Medical Products Inc. . . . . . . . . . . . . 14
Brown Rudnick LLP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Legacy Education Alliance Inc. . . . . . . . . . . . . . . . . . . 7
Skadden, Arps, Slate, Meagher & Flom LLP . . . . . . 8
BVF Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Leidos Engineering LLC . . . . . . . . . . . . . . . . . . . . . . . . . 6
Skymark Airlines Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Canaccord Genuity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
LendingClub Corp. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
SoftBank Capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Centerbridge Partners LP . . . . . . . . . . . . . . . . . . . . . . 11
Lowenstein Sandler LLP . . . . . . . . . . . . . . . . . . . . . . . . . 5
A-l
Cisco Systems Capital Corp. . . . . . . . . . . . . . . . . . . . . . 8
Contour Venture Partners . . . . . . . . . . . . . . . . . . . . . . 10
Cowen & Co. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Southern Ionics Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Starlight Capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Stephens Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
m-Z
Stifel, Nicolaus & Co. . . . . . . . . . . . . . . . . . . . . . . . . . 11, 14
Credit Agricole CIB . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Mammoth Resorts LLC . . . . . . . . . . . . . . . . . . . . . . . . . 12
SunTrust Robinson Humphreys . . . . . . . . . . . . . 10, 12
Credit Suisse Securities (USA) LLC . . . . . . . . . . . . . . 14
Marsh & McLennan Cos. . . . . . . . . . . . . . . . . . . . . . . . . 10
Tiger Global Management LLC . . . . . . . . . . . . . . . . . 10
Crowell & Moring LLP . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Matrix Medical Network . . . . . . . . . . . . . . . . . . . . . . . . 10
Tigrent Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Davis Polk & Wardwell LLP . . . . . . . . . . . . . . . . . . . . . 11
MDB Capital Group LLC . . . . . . . . . . . . . . . . . . . . . . . . 14
TransFirst Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Deerfield Management Co. LP . . . . . . . . . . . . . . . . . . 8
Merrill Lynch, Pierce, Fenner & Smith Inc. . . . . . . . . 8
Trinity Partners LLC . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8
Dendreon Corp. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Milestone Aviation Group . . . . . . . . . . . . . . . . . . . . . . 11
UBS AG . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10, 12
Deutsche Bank . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Mitsubishi UFJ Securities (USA) Inc. . . . . . . . . . . . . . 14
UBS Securities LLC . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Deutsche Bank Securities Inc. . . . . . . . . . . . . . . . . . . 11
Morgan Stanley . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
USA Compression Partners LP . . . . . . . . . . . . . . . 10, 12
DGSE Companies Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Morgan Stanley & Co. LLC . . . . . . . . . . . . . . . . . . . . . . 14
Vail Resorts Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
EHi Car Services Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Needham & Co. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Vanguard Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Ellenoff Grossman & Schole LLP . . . . . . . . . . . . . . . . 13
Needham & Co. LLC . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Vertical Research Partners . . . . . . . . . . . . . . . . . . . . . . 14
EPR Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Neff Corp. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Vinson & Elkins LLP . . . . . . . . . . . . . . . . . . . . . . . . . . 10, 12
Eureeca Capital SPC . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Neothetics Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Vista Equity Partners . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
FBR Capital Markets & Co. . . . . . . . . . . . . . . . . . . . . . . 14
New World Merchant Partners LLC . . . . . . . . . . . . . . 7
VNK Management LLC . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Fortress Investment Group LLC . . . . . . . . . . . . . . . . 12
Noble Research . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Vogel Farina LLC . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Gates Ventures LLC . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Oliver Wyman Group . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Wells Fargo Securities LLC . . . . . . . . . . . . . . . . . . . 11, 14
General Electric Co. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
On Deck Capital Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Welsh Carson Anderson & Stowe LP . . . . . . . . . . . . . 9
Goldman Sachs (Asia) LLC . . . . . . . . . . . . . . . . . . . . . . 14
Orrick, Herrington & Sutcliffe LLP . . . . . . . . . . . . . . 11
Willkie Farr & Gallagher LLP . . . . . . . . . . . . . . . . . . . . . 8
Goldman, Sachs & Co. . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Pasadena Investments LLC . . . . . . . . . . . . . . . . . . . . . . 1
Wilmer Cutler Pickering Hale and Dorr LLP . . . . . . 6
Google Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Paycom Software Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Wilson Sonsini Goodrich & Rosati PC . . . . . . . . . . . 11
Groupon Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
PayPal Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Zeno Consulting Group LLC . . . . . . . . . . . . . . . . . . . . . 4
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