Welcome to Weil, Gotshal & Manges LLP’s survey of private investments in public equity transactions (“PIPEs”) in the United States. In preparing this survey, we reviewed and analyzed the material terms of 11 PIPEs consummated between January 1, 2015 and December 31, 2015 involving private equity sponsors making investments of at least $250 million and providing the sponsor with board representation or observer rights.
2015 saw an increase in the number of PIPEs consummated with issuers in distressed situations, many in the oil and gas industry. As such, the frequency of sponsor-favorable provisions in PIPEs, including contractual consent and veto rights over certain corporate actions and pre-emptive rights over the issuance of new securities, has increased. This survey highlights and examines these and other legal technology relevant to sponsors. We hope that you will find it useful and informative.