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5.13.26
Wilson Sonsini Advises Whitehawk Therapeutics on $87.5 Million PIPE Financing
On May 13, 2026, Whitehawk Therapeutics, a clinical-stage oncology therapeutics company applying advanced technologies to established tumor biology to efficiently deliver improved antibody drug conjugate cancer treatments, announced that it has entered into a securities purchase agreement with certain qualified institutional buyers and accredited investors for a private investment in public equity (PIPE) financing that is expected to result in gross proceeds of approximately $87.5 million, before deducting placement agent fees and other private placement expenses. The PIPE financing includes participation from existing investors including Avoro Capital, QVT, Coastlands Capital, KVP Capital, ADAR1 Capital Management, Acuta Capital Partners, StemPoint Capital LP, Invus, as well as members of the company’s executive team. Wilson Sonsini Goodrich & Rosati advised Whitehawk on the transaction.
Client Highlights
2.23.26
Firm Advises Arcellx on $7.8 Billion Acquisition by Gilead
On February 23, 2026, Gilead Sciences announced that it has entered into a definitive agreement to acquire Arcellx, a biotechnology company focused on delivering a new class of innovative immunotherapies for patients with cancer and other incurable diseases, for $115 per share in cash at closing and one contingent value right of $5 per share, which represents an implied equity value of $7.8 billion payable at closing. Wilson Sonsini Goodrich & Rosati advised Arcellx on the transaction.
Client Highlights
2.05.26
Wilson Sonsini Advises SpyGlass Pharma on $150 Million IPO
On February 5, 2026, SpyGlass Pharma, Inc., a late-stage biopharmaceutical company, announced the pricing of its initial public offering of 9,375,000 shares of its common stock at a public offering price of $16.00 per share. The aggregate gross proceeds from the offering, before deducting underwriting discounts and commissions and other offering expenses payable by SpyGlass Pharma, are expected to be approximately $150 million. Wilson Sonsini Goodrich & Rosati advised SpyGlass Pharma on the transaction.
SpyGlass Pharma has granted the underwriters a 30-day option to purchase up to an additional 1,406,250 shares of common stock at the initial public offering price, less underwriting discounts and commissions. All shares of common stock are being offered by SpyGlass Pharma. SpyGlass Pharma’s common stock is expected to begin trading on the Nasdaq Global Select Market on February 6, 2026, under the ticker symbol “SGP.” The offering is expected to close on February 9, 2026, subject to the satisfaction of customary closing conditions.
The Wilson Sonsini team that advised SpyGlass Pharma includes:
SpyGlass Pharma has granted the underwriters a 30-day option to purchase up to an additional 1,406,250 shares of common stock at the initial public offering price, less underwriting discounts and commissions. All shares of common stock are being offered by SpyGlass Pharma. SpyGlass Pharma’s common stock is expected to begin trading on the Nasdaq Global Select Market on February 6, 2026, under the ticker symbol “SGP.” The offering is expected to close on February 9, 2026, subject to the satisfaction of customary closing conditions.
The Wilson Sonsini team that advised SpyGlass Pharma includes:
Client Highlights
1.08.26
Wilson Sonsini Advises Ventyx Biosciences on $1.2 Billion Acquisition by Eli Lilly
On January 7, 2026, Eli Lilly and Company announced that it has entered into a definitive agreement to acquire Ventyx Biosciences, Inc., a San Diego-based clinical-stage biopharmaceutical company focused on developing innovative oral therapies for patients with inflammatory-mediated diseases. Under the terms of the agreement, Lilly will acquire all the outstanding shares of Ventyx in an all-cash transaction, valuing at approximately $1.2 billion. Wilson Sonsini is advising Ventyx on the transaction.
Client Highlights
12.20.24
Wilson Sonsini Advises Aadi Bioscience on $100 Million Sale of FYARRO®, $100 Million PIPE Financing and License Agreement for ADC Portfolio
On December 19, 2024, Aadi Bioscience announced that it had entered into an agreement to sell its commercial drug product FYARRO® to KAKEN Pharmaceutical for $100 million, an agreement to sell and issue $100 million of equity in a PIPE financing, and an exclusive license agreement for the development and global commercialization of a three-asset portfolio of preclinical, next-wave antibody-drug conjugates (ADCs), in collaboration with WuXi Biologics, a global Contract Research, Development and Manufacturing Organization, and Hangzhou DAC, a global leader in ADC innovation.
Client Highlights
7.15.24
Wilson Sonsini Advises LENZ Therapeutics on $30 Million Private Placement Financing
On July 15, 2024, LENZ Therapeutics (LENZ), a late clinical-stage biopharmaceutical company focused on developing the first aceclidine-based eye drop to improve near vision in people with presbyopia, announced that it has entered into a stock purchase agreement with Ridgeback Capital for a $30 million private investment in public equity (PIPE) common stock financing. Wilson Sonsini Goodrich & Rosati advised LENZ on the transaction.
Client Highlights
3.21.24
Wilson Sonsini Advises LENZ Therapeutics on Completed Merger with Graphite Bio
On March 21, 2024, LENZ Therapeutics, Inc., a late clinical-stage biopharmaceutical company focused on developing the first aceclidine-based eye drop that has been shown to improve near vision in people with presbyopia, announced the completion of its previously announced merger with Graphite Bio, Inc. The new combined company will operate under the name LENZ Therapeutics, Inc. and will commence trading on Nasdaq under the ticker symbol “LENZ” on March 22, 2024. Wilson Sonsini Goodrich & Rosati advised LENZ Therapeutics on the transaction.
Client Highlights
11.15.23
Firm Advises Arcellx on Expansion of Strategic Partnership with Kite
On November 15, 2023, Arcellx, Inc. and Kite, a Gilead company, announced that they have expanded their existing collaboration that was originally announced in December 2022. Kite has exercised its option to negotiate a license for Arcellx's ARC-SparX program, ACLX-001, in multiple myeloma, which is comprised of ARC-T cells and SparX proteins that target BCMA. The companies have also expanded the scope of the collaboration for Arcellx's CART-ddBCMA to include lymphomas. Wilson Sonsini Goodrich & Rosati is advising Arcellx on the transaction.
Upon closing, Arcellx will receive a $200 million equity investment to purchase 3,242,542 shares of its common stock. Following this investment, Gilead's estimated ownership will be 13 percent. Arcellx will also receive an upfront non-dilutive cash payment of $85 million at closing and will be eligible for potential milestone payments, including the advancement of lymphoma and the license for ARC-SparX, as well as additional milestones, to offset prespecified development costs over a limited period of time. The transaction is expected to close around year-end 2023.
The Wilson Sonsini team advising Arcellx on the transaction includes:
Upon closing, Arcellx will receive a $200 million equity investment to purchase 3,242,542 shares of its common stock. Following this investment, Gilead's estimated ownership will be 13 percent. Arcellx will also receive an upfront non-dilutive cash payment of $85 million at closing and will be eligible for potential milestone payments, including the advancement of lymphoma and the license for ARC-SparX, as well as additional milestones, to offset prespecified development costs over a limited period of time. The transaction is expected to close around year-end 2023.
The Wilson Sonsini team advising Arcellx on the transaction includes:
Client Highlights
11.15.23
Wilson Sonsini Represents LENZ Therapeutics in Merger with Graphite Bio
On November 15, 2023, LENZ Therapeutics, a late-stage biopharmaceutical company focused on developing and commercializing innovative therapies to improve vision, and Graphite Bio, Inc. announced that they have entered into a definitive merger agreement to combine the companies in an all-stock transaction. The lead programs of the combined company will address presbyopia, the inevitable loss of near vision that impacts the daily lives of nearly all people over the age of 45. The combined company is expected to trade on Nasdaq under the ticker symbol “LENZ.” Wilson Sonsini Goodrich & Rosati is representing LENZ Therapeutics in the transaction.
Client Highlights
12.09.22
Firm Advises Arcellx on $4 Billion Collaboration with Kite
On December 9, 2022, clinical-stage biotechnology company Arcellx and Gilead-owned biopharmaceutical company Kite announced a global strategic collaboration to develop and commercialize Arcellx’s lead late-stage myeloma candidate. Wilson Sonsini Goodrich & Rosati advised Arcellx on the transaction.
Client Highlights
9.22.22
Wilson Sonsini Advises Aadi Bioscience, Inc. on $72.5 Million Private Placement Equity Financing
On September 22, 2022, Aadi Bioscience, Inc., a commercial-stage biopharmaceutical company focused on precision therapies for genetically-defined cancers with alterations in mTOR pathway genes, announced it has entered into a securities purchase agreement with a new accredited investor and certain existing investors to issue and sell an aggregate of 3,373,526 shares of its common stock at a price of $12.50 per share, reflecting the closing price on September 21, 2022 on NASDAQ, and pre-funded warrants to purchase up to an aggregate of 2,426,493 shares of common stock at a purchase price of $12.4999 per pre-funded warrant share, through a private investment in public equity (PIPE) financing. The Pre-Funded Warrants will have an exercise price of $0.0001 per share of common stock, to be immediately exercisable and remain exercisable until exercised in full. Aadi Bioscience anticipates the gross proceeds from the PIPE to be approximately $72.5 million, before deducting any offering related expenses. The financing is expected to close on September 26, 2022, subject to customary closing conditions.
Client Highlights
9.21.22
Firm Advises Ventyx Biosciences on $176.6 Million Private Placement of Common Stock
On September 19, 2022, Ventyx Biosciences, Inc., a clinical-stage biopharmaceutical company focused on advancing novel oral therapies that address a range of inflammatory diseases with significant unmet medical need, announced that it has entered into a stock purchase agreement for the sale of 5,350,000 shares of its common stock at an offering price of $33.00 per share in a private placement to certain qualified institutional buyers and institutional accredited investors. The gross proceeds of the private placement are expected to be approximately $176.6 million, before deducting placement agent fees and other expenses. Wilson Sonsini Goodrich & Rosati advised Ventyx on the transaction.
The private placement, which closed on September 20, 2022, was led by Redmile Group, with participation by Boxer Capital, Braidwell LP, EcoR1 Capital, Vivo Capital, Great Point Partners, LLC, Adage Capital Management, Logos Capital, Maven Investment Partners US, Driehaus Capital Management, Acuta Capital Partners, CaaS Capital Management, Woodline Partners LP, Walleye Capital, and other investors, including two large mutual funds.
Ventyx intends to use the net proceeds from the private placement, together with existing cash and cash equivalents, to fund the clinical development of VTX958, VTX002, VTX2735, and VTX3232, the preclinical development of other programs, research activities, and working capital and other general corporate purposes.
The Wilson Sonsini team that advised Ventyx on the transaction included Marty Waters, Rob Wernli, Brandon Shaw, Michael Brito-Stamm, and Mahnaz Dodge.
For more information, please see Ventyx’s news release.
The private placement, which closed on September 20, 2022, was led by Redmile Group, with participation by Boxer Capital, Braidwell LP, EcoR1 Capital, Vivo Capital, Great Point Partners, LLC, Adage Capital Management, Logos Capital, Maven Investment Partners US, Driehaus Capital Management, Acuta Capital Partners, CaaS Capital Management, Woodline Partners LP, Walleye Capital, and other investors, including two large mutual funds.
Ventyx intends to use the net proceeds from the private placement, together with existing cash and cash equivalents, to fund the clinical development of VTX958, VTX002, VTX2735, and VTX3232, the preclinical development of other programs, research activities, and working capital and other general corporate purposes.
The Wilson Sonsini team that advised Ventyx on the transaction included Marty Waters, Rob Wernli, Brandon Shaw, Michael Brito-Stamm, and Mahnaz Dodge.
For more information, please see Ventyx’s news release.