JWCA advises COHERUS BIOSCIENCES on its $100 million convertible execution

FEBRUARY 2016 | read press release

Transaction Background

JWCA was hired by Coherus Biosciences to advise on its capital raise through a privately negotiated convertible issuance, and to provide advice and support during the execution process:

• Convertible structure: provided capital structure analysis and advice related to convertible debt issuance and execution, including education and analysis around the makewhole table

• Publicly marketed vs private deal issuance: ran a dual- track execution process in order to retain maximum flexibility for the client to raise capital in an efficient manner, which allowed Coherus to take advantage of a private issuance when the capital markets proved challenging.  This also helped Coherus to obtain more flexible terms in the private convertible (by using the public option as negotiating leverage)

• Accounting: helped the company with the accounting review of the offering documents

• Negotiation with investors: provided experience, expertise, and analysis for Coherus to focus on the evaluation of offered terms, and provided advice in the negotation process

• Provided advice, support and analysis throughout the negotiation and deal preparation process

Results

• Company was able to raise capital successfully in a period of high market volatility and uncertainty

• Avoided stock price risk with the private execution

• The negotiation process served to achieve significantly better terms for the company than originally offered