All posts by Cooley

10 Key Considerations in Preparing for a Direct Listing

1. Avoiding dilution versus fundraising A critical consideration in any IPO, but particularly when the IPO price is lower than recent private valuations or expectations, is the significant dilution associated with the shares sold by the company to the public. For companies with a strong balance sheet, this dilution can […]

The Direct Listing Craze

2019 marked the rise of the Direct Listing. Though they are not exactly new structures, following the heavily-publicized Direct Listings of tech giants Spotify and Slack, they have captured the imagination of the capital markets world. Venture capitalists love them. CFOs are intrigued by them. Bankers want to hang out with […]

25 Considerations in Preparing For an IPO: Tech Companies

1. Experienced advisers Choose experienced advisers, including lawyers, auditors and financial consultants (if necessary), and get them involved early. Advisers who work routinely with the SEC and investment bankers – and each other – will help proactively identify key issues, expedite the transaction and avoid the pitfalls that can delay […]

25 Considerations in Preparing For an IPO: Healthcare & Life Sciences Companies

1. Experienced advisors Choose experienced advisors, including lawyers, auditors and financial consultants (if necessary), and get them involved early. Advisors who work routinely with the SEC and investment bankers and each other will help proactively identify key issues, expedite the transaction and avoid the pitfalls that can delay offerings, create […]

Practical Observations on Preparing Prospectuses Under the New Prospectus Regulation

On 21 July 2019 the new Prospectus Regulation (Regulation (EU) 2017/1129) (the “New Prospectus Regulation”) regime repealed and replaced the previous Prospectus Directive (“PD2”) regime in all EU Member States. In this briefing we explore the impact of the New Prospective Regulation on issuers producing a prospectus in relation to […]