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Biotech Reverse Mergers
Precedent Deal Activity Tracker

A maintained database of biopharma reverse merger transactions — structures, timelines, PIPE mechanics, and ownership outcomes. Updated as deals are announced and closed.

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Deals tracked
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Active / Pending
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With PIPE financing
2023–26
Coverage period
Process Guide

Two Paths to Public: Structure Comparison

Sign & Close

Tender Offer / Consent Solicitation
2–4 weeks
Schedule 14f-1 + Super 8-K
Reg D / 4(a)(2) — restricted
None (written consent)

    Advantages

  • Speed — weeks, not months
  • Price / consideration certainty
  • Lower transaction costs
  • Ideal for shells with runway urgency

    Risks

  • Compressed diligence window
  • Shareholder litigation risk
  • Nasdaq continued listing pressure
  • No fiduciary-out protection

Traditional RM

Sign → SEC Review → Proxy → Shareholder Vote → Close
4–6 months
Form S-4 + Proxy Statement
Form S-4 — freely tradable
Required

    Advantages

  • Full diligence period
  • Clean governance via shareholder vote
  • Preferred by target boards
  • Fiduciary safe harbor

    Risks

  • Market exposure over 4–6 months
  • SEC comment cycle unpredictability
  • Vote failure risk
  • Go-shop / fiduciary-out exposure
Search
Year
Structure
Year ↕ Acquirer (PrivateCo) ↕ Target (PubCo Shell) ↕ Announced ↕ Closed ↕ PIPE / Financing ↕ Acquirer % PIPE % Shell % Net Cash ↕ Listing Prem ↕ Structure ↕ Notes

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