Reverse Mergers vs. an IPO: Market Trends, Transaction Structure, Benefits, Drawbacks
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE webinar will discuss reverse mergers as an alternative to an IPO or as part of a cross-over round to set up a private company for a faster IPO down the road. The panel will explore the market conditions that have resulted in a significant increase in reverse mergers, the potential benefits and drawbacks, the basic structure of the transaction and the accompanying agreements, and why a reverse merger can be an attractive option for non-U.S. companies looking to enter the U.S. market.
Outline
- Overview: market conditions prompting an increase in reverse mergers
- Structure of a reverse merger transaction
- Benefits and drawbacks of a reverse merger
- Transaction considerations
- Structuring the reverse merger agreement
- Reverse mergers with cross-border elements
- The impact of recent SEC actions and scrutiny on reverse mergers
- Key takeaways
Benefits
The panel will review these and other key issues:
- Why is a reverse merger an attractive option for private companies seeking to become publicly traded?
- What are the potential benefits of a reverse merger?
- What are the potential drawbacks of a reverse merger?
- How can foreign companies looking to go public in the U.S. take advantage of a reverse merger to achieve a U.S. listing?
Faculty
Michelle Rae Heisner
Partner
Baker & McKenzie
Ms. Heisner focuses on clients with respect to a variety of types of cross-border and U.S. domestic acquisitions... | Read More
Ms. Heisner focuses on clients with respect to a variety of types of cross-border and U.S. domestic acquisitions mergers and acquisitions, including majority and minority investments, share purchases, mergers and joint ventures. She also has significant capital markets experience. Ms. Heisner also regularly counsels financial advisors in connection with fairness opinions, solvency opinions and similar matters. Her industry experience includes clients in the energy, telecommunications, financial services, and technology sectors.
ClosePerrie M. Weiner
Partner, Chair North America Securities Litigation Group
Baker McKenzie
Mr. Weiner is a prominent securities litigation attorney with over 30 years of experience, renowned for his... | Read More
Mr. Weiner is a prominent securities litigation attorney with over 30 years of experience, renowned for his unwavering commitment to providing top-tier service and delivering exceptional results. His experience centers around securities class action and shareholder derivative litigation, as well as SEC enforcement matters. Mr. Weiner is highly regarded as the "go-to advocate" for hedge funds navigating complex suits and CEOs facing off against SEC. His diverse clientele includes private equity funds, hedge funds, broker-dealers, underwriters, placement agents, REITS and publicly held issuers (alongside their officers and directors). Mr. Weiner also handles M&A securities litigation, where business combinations or sales are being challeged because of alleged deficient public disclosures. His expertise extends to SEC and FINRA enforcement proceedings, as well as white-collar criminal proceedings.
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