Navigating a Dual-Track IPO/M&A Process | White & Case LLP International Law Firm, Global Law Practice
Navigating a Dual-Track IPO/M&A Process

Navigating a Dual-Track IPO/M&A Process

In 2010, the US IPO market returned to its former strength with more than 150 offerings completed (compared to 63 in 2009 and 31 in 2008). It appears that 2011 will also be a strong year with a significant number of IPOs already completed.1 For many companies, conducting an auction or other sale process concurrently with filing for an IPO—referred to as a "dual-track" process—has become increasingly popular. Such a process can offer many benefits, including possibly higher valuations and increased flexibility, but comes with unique challenges. Accordingly, a company's board of directors should carefully consider whether a dual-track process is appropriate in light of the company's particular resources, opportunities, circumstances and goals.

This article highlights key considerations when contemplating a dual-track strategy and provides companies, boards and investors with guidance regarding how to conduct a dual-track process effectively.

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[1] Through April 15, 2011, more than 45 IPOs had been completed. Note that the second half of February and the beginning of March is traditionally a quiet time for IPOs due to accounting firms' inability to provide underwriters with "negative assurance" statements after February 11 for companies with a calendar fiscal year.


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