2023 Medical DeviceDigital Health Conference
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Client Highlights
Wilson Sonsini Advises Seagate on $1 Billion Senior Notes Offering
On May 24, 2023, Seagate HDD Cayman, a subsidiary of Seagate Technology Holdings plc, priced an offering of $500 million in aggregate principal amount of its 8.25 percent senior notes due 2029 and $500 million in aggregate principal amount of its 8.50 percent senior notes due 2031. The sale of the notes closed on May 30, 2023. Seagate intends to use a portion of the net proceeds from the sale of the notes to redeem in full its 4.875 percent senior notes due 2024 promptly following the offering, to repay $450.0 million in aggregate principal amount of the term loans outstanding under its credit agreement and for general corporate purposes, which may include repayment of other outstanding indebtedness, capital expenditures, and other investments in the business.
Client Highlights
Wilson Sonsini Advises Embark Technology on Acquisition by Applied Intuition
On May 25, 2023, Applied Intuition, Inc., a tooling and software provider for autonomous vehicle development, and Embark Technology, Inc., an autonomous trucking software company, announced that the companies have entered into a definitive merger agreement under which Applied will acquire Embark in an all-cash transaction in which Embark shareholders will receive $2.88 per share in cash. Wilson Sonsini Goodrich & Rosati is advising Embark and its Transaction Committee on the transaction.
Founded in 2016, Embark has built a robust autonomous software stack that uses machine learning methodologies for perception while relying on a safety-redundant compute system. Embark also developed a custom-built hardware platform optimized for autonomy and has performed extensive real-world testing and system deployment, with over 1.5 million miles of autonomous operations conducted on highways. Applied aims to integrate Embark's internal tools, data, and software assets to further improve its offerings for customers in the trucking and automotive industries.
The transaction, which has been approved unanimously by the boards of directors of both companies, is expected to close in Q3 2023 and is subject to approval by Embark shareholders and other customary closing conditions. Upon completion of the transaction, Embark shares and warrants will cease trading on NASDAQ, and Embark will become a privately held company.
The Wilson Sonsini team advising Embark and its Transaction Committee on the acquisition includes:
Founded in 2016, Embark has built a robust autonomous software stack that uses machine learning methodologies for perception while relying on a safety-redundant compute system. Embark also developed a custom-built hardware platform optimized for autonomy and has performed extensive real-world testing and system deployment, with over 1.5 million miles of autonomous operations conducted on highways. Applied aims to integrate Embark's internal tools, data, and software assets to further improve its offerings for customers in the trucking and automotive industries.
The transaction, which has been approved unanimously by the boards of directors of both companies, is expected to close in Q3 2023 and is subject to approval by Embark shareholders and other customary closing conditions. Upon completion of the transaction, Embark shares and warrants will cease trading on NASDAQ, and Embark will become a privately held company.
The Wilson Sonsini team advising Embark and its Transaction Committee on the acquisition includes:
Client Highlights
Wilson Sonsini Advises Onfido on Airside Acquisition
On May 22, 2023, Onfido, a global leader in automated identity verification, announced it has acquired Airside Mobile, Inc., a leader in private, digital identity sharing technology. Airside is the first company to bring user-controlled digital identity to the travel industry; its shareable digital identity technology has been used by over 10 million travelers and is trusted by major U.S. government agencies, including the Transportation Security Administration. Its customers include the world’s largest airlines, who allow passengers to use the innovative Airside Digital Identity App to fast-track their way through U.S. airports. The acquisition has already closed and the general availability of the Onfido products and services based on Airside’s technology will be available later this year.
Wilson Sonsini Advises Insider on $105 Million Investment Round
On May 24, 2023, Insider, an Istanbul-based leading marketing platform for delivering individualized, cross-channel customer experiences, announced an investment of up to $105 million from existing investors Qatar Investment Authority (QIA) and Esas Private Equity. With this latest investment, Insider’s total funding amount reaches $274 million. The funds will be used exclusively to accelerate Insider’s M&A strategy to build upon the company’s existing technology and capabilities.
Client Highlights
Firm Advises Underwriters on Edianyun’s IPO and Listing in Hong Kong
On May 25, 2023, Edianyun Limited (Edianyun) successfully listed on the Main Board of the Stock Exchange of Hong Kong, raising approximately HK$597 million in gross proceeds for the issuer and selling shareholders from a global offering of 58,575,000 shares. Edianyun is a major office IT solution provider in China, providing one-stop office IT services on a subscription basis to enterprise customers. Leveraging its nationwide service capability and industry-leading remanufacturing technology, Edianyun provides stable and flexible services to help its customers maximize office IT uptime, improve efficiency, enhance employee productivity, and drive business growth.
Client Highlights
Wilson Sonsini Advises Apexigen on Acquisition by Pyxis Oncology
On May 24, 2023, Pyxis Oncology, Inc., a clinical-stage company focused on developing next-generation therapeutics to target difficult-to-treat cancers, and Apexigen, Inc., a clinical-stage biopharmaceutical company focused on discovering and developing innovative antibody therapeutics for oncology, announced a definitive agreement by which Pyxis Oncology will acquire Apexigen in an all-stock transaction. Wilson Sonsini Goodrich & Rosati is advising Apexigen on the transaction.
Under the terms of the definitive merger agreement, Pyxis Oncology expects to issue approximately 4.4 million shares of its common stock to Apexigen stockholders to acquire Apexigen. For each share of Apexigen common stock, Pyxis Oncology will issue 0.1725 shares of its common stock, par value $0.001 per share. Upon the closing of this business combination, Apexigen will become a wholly owned subsidiary of Pyxis Oncology. The definitive merger agreement has been approved by the boards of directors of each company and is anticipated to close by mid-2023, subject to the satisfaction or waiver of customary closing conditions.
Apexigen’s sotigalimab, a potential best-in-class Phase 2 CD40 agonist, has been evaluated in more than 500 patients in clinical trials and demonstrated strong activity, including rapid, deep, and durable responses and a favorable tolerability profile, across multiple difficult-to-treat tumor types. Xiaodong Yang, M.D., Ph.D., CEO of Apexigen, stated, “I am proud of the foundational work Apexigen has done to advance sotigalimab into Phase 2 trials across multiple solid tumor types. Apexigen and Pyxis Oncology share a common vision of bringing innovative solutions to oncology patients. With Pyxis Oncology’s strong cash position and its commitment to further sotigalimab’s development, we believe that this transaction will greatly enhance the opportunity to efficiently advance sotigalimab for patients suffering from a variety of difficult-to-treat cancers. Additionally, coupling our APXiMAB antibody platform with Pyxis Oncology’s complementary ADC technology platform will magnify the therapeutic potential of the APXiMAB platform.”
The Wilson Sonsini team that advised Apexigen on the transaction includes:
Under the terms of the definitive merger agreement, Pyxis Oncology expects to issue approximately 4.4 million shares of its common stock to Apexigen stockholders to acquire Apexigen. For each share of Apexigen common stock, Pyxis Oncology will issue 0.1725 shares of its common stock, par value $0.001 per share. Upon the closing of this business combination, Apexigen will become a wholly owned subsidiary of Pyxis Oncology. The definitive merger agreement has been approved by the boards of directors of each company and is anticipated to close by mid-2023, subject to the satisfaction or waiver of customary closing conditions.
Apexigen’s sotigalimab, a potential best-in-class Phase 2 CD40 agonist, has been evaluated in more than 500 patients in clinical trials and demonstrated strong activity, including rapid, deep, and durable responses and a favorable tolerability profile, across multiple difficult-to-treat tumor types. Xiaodong Yang, M.D., Ph.D., CEO of Apexigen, stated, “I am proud of the foundational work Apexigen has done to advance sotigalimab into Phase 2 trials across multiple solid tumor types. Apexigen and Pyxis Oncology share a common vision of bringing innovative solutions to oncology patients. With Pyxis Oncology’s strong cash position and its commitment to further sotigalimab’s development, we believe that this transaction will greatly enhance the opportunity to efficiently advance sotigalimab for patients suffering from a variety of difficult-to-treat cancers. Additionally, coupling our APXiMAB antibody platform with Pyxis Oncology’s complementary ADC technology platform will magnify the therapeutic potential of the APXiMAB platform.”
The Wilson Sonsini team that advised Apexigen on the transaction includes:
The Entrepreneurs Report – Q1 2023
In this latest issue of The Entrepreneurs Report—now available in a new, more graphically oriented format—we've compiled a range of data on venture, convertible note, and SAFE financing transactions in which the firm was involved during Q1, with the objective of identifying relevant trends in activity and valuation levels for the U.S. venture capital industry in general. This edition also includes a market perspective Q&A with Emerging Companies Practice co-chair Becki DeGraw, highlights from a recent client alert on Generative AI, and the latest developments involving the firm’s Neuron platform for start-ups.