JWCA advises Heron Therapeutics on its $150 million private convertible financing

May 2021 | read press release

Transaction Background

Heron Therapeutics, Inc. (“Heron” or the “company”) successfully raised $150mm in a private convertible financing for the commercial launch of ZYNRELEF

Heron’s objectives included:

• Partnering with a strategic investor for long-term growth

• Minimizing market and stock price risk

The company engaged J. Wood Capital Advisors, LLC (“JWCA”) to assist in the structuring, negotiation, documentation, and execution of this transaction

JWCA provided analysis to the company on deal structuring and related items, including:

• Convertible structuring: redemption options and implications on overall economics

• Convertible valuation analysis

• Provisional call and make-whole mechanics

• Precedent private convertible investment terms and conditions

• Comparison with publicly marketed 144A convertible alternative

• Settlement alternatives and related accounting implications

JWCA provided advice, support, and analysis throughout the execution process

Results

Heron Therapeutics was able to raise $150mm from a long-term strategic investor, without any stock price risk

Heron’s private convertible issuance was well-received by the market, with the stock up ~3.7% on the first trading day following the announcement

The investment will provide the company with capital to fully implement its launch plans for ZYNRELEF and fund the company to profitability based on its sales projections