Law360 is providing free access to its coronavirus coverage to make sure all members of the legal community have accurate information in this time of uncertainty and change. Use the form below to sign up for any of our weekly newsletters. Signing up for any of our section newsletters will opt you in to the weekly Coronavirus briefing.
Sign up for our Capital Markets newsletter
You must correct or enter the following before you can sign up:
Thank You!
Law360 (August 14, 2020, 4:16 PM EDT ) German biopharmaceutical company CureVac, which is working on a coronavirus vaccine, and insurance software provider Duck Creek both started trading Friday after the companies' pair of initial public offerings raised a total $618 million.
CureVac BV, advised by Davis Polk & Wardwell LLP and NautaDutilh NV, said it raised $213 million in the offering as it looks to fund vaccine research and development. And Boston-based property and casualty insurance industry software enterprise Duck Creek Technologies Inc., guided by Skadden Arps Slate Meagher & Flom LLP, said it raised a larger-than-expected $405 million.
Both offerings are expected to finish Aug. 18 once closing conditions are fulfilled, according to separate announcements about the offerings.
CureVac priced its more than 13.3 million shares at $16 each, raising $213.3 million, according to a press release. The share price was at the top of the $14 to $16 price range it set earlier this month.
The company's shares soared Friday, closing at $55.90, or 249% above the offering price.
If the underwriters, advised by Latham & Watkins LLP and De Brauw Blackstone Westbroek NV, choose to purchase up to an additional nearly 2 million shares within 30 days, the proceeds pot would sweeten by almost $32 million, filings show.
The biotech company also received nearly $118 million in a related private investment from billionaire investor and software entrepreneur Dietmar Hopp, according to SEC filings. Hopp is a managing director for venture capital firm Dievini Hopp BioTech Holdings, CureVac's majority shareholder.
The shares are trading on Nasdaq under the ticker symbol "CVAC."
The company said in a July filing that as part of the deal, it will become CureVac NV and will be incorporated in the Netherlands. Rumors about the offering were circulating at least as early as June.
Founded in 2000, the biopharmaceutical enterprise uses altered single-stranded messenger ribonucleic acid, or mRNA, molecules to trigger the creation of proteins or antibodies that can help fight certain diseases, according to its website. It has used the method to create medicines to treat various cancers, rabies, fibrosis and other illnesses.
CureVac told the U.S. Securities and Exchange Commission that its coronavirus vaccine entered Phase 1 human trials in June to determine the best dosage, with results expected in the fourth quarter of 2020. The life science company said the vaccine will enter Phase 2 and 3 trials after the results are out and that the Phase 3 clinical study will look to include 20,000 volunteers in Europe, Latin America, Africa and Asia.
The other shares that kicked off trading today belong to insurance-specialized software company Duck Creek, which raked in $405 million as its 15 million shares traded on Nasdaq under the symbol "DCT," according to a press release.
Private equity-backed Duck Creek priced the shares at $27 each, above an updated range between $23 and $25. The technology business first informed the regulatory body in an Aug. 7 filing that it expected its shares would price between $19 and $21.
The affiliates of the software business' existing investors Dragoneer Investment Group LLC, Neuberger Berman Investment Advisers LLC and Insight Venture Management LLC made a non-binding agreement to purchase a total $100 million worth of shares being sold as part of the offering, according to the prospectus.
The Simpson Thacher & Bartlett LLP-led underwriters, which are represented by Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and BofA Securities Inc., have 30 days to buy up to 2.25 million more shares, filings show. Doing so would increase the money raised to nearly $465.75 million.
Duck Creek said it would use the money raised to buy back shares that were issued to some of its major shareholders as part of operating partnerships as well as to give cash payments to some international employees who were owed equity, according to the regulatory filings.
Private equity firms Apax Partners LLP, Accenture PLC and Kayne Anderson Rudnick Investment Management LLC will remain the company's majority shareholders after the offering, the SEC records show. Apax became Duck Creek's major shareholder in 2016 after acquiring shares from business operations company Accenture.
Launching its software solutions in 2013, Duck Creek said its products are intended to help insurance providers improve their coverage abilities with software that matches the insurers' existing software framework, according to the registration statement.
"Together with our customers, we are working to revolutionize the insurance industry by delivering innovative SaaS solutions that help property and casualty (P&C) insurance carriers create impactful insurance products, make smarter, data driven decisions and deliver superior customer experiences," Duck Creek CEO Michael Jackowski told potential investors in a letter included in the SEC filing.
Prior to tapping the market for funds, Duck Creek's investors injected it with $230 million in investments as part of a June funding round to contribute to its product development and expansion, according to a press release about the transaction.
Representatives for CureVac and Duck Creek were not immediately available to comment beyond the press releases and SEC filings.
The Davis Polk team is led by Richard D. Truesdell and Leo Borchardt. The names of the attorneys on the NautaDutilh NV advising on certain matters of Dutch law were not immediately known.
The CureVac offering's underwriters are BofA Securities Inc., Jefferies LLC, Credit Suisse Securities (USA) LLC and Kempen & Co. USA Inc. The Latham team advising the underwriters on U.S. legal matters is led by partners Nathan Ajiashvili and Oliver Seiler, with associates Adam Johnson, Patrick Maguire and Dominika Kovacicova. The names of the De Brauw attorneys advising the underwriters on matters of Dutch law were not immediately available Friday.
The Skadden team advising Duck Creek is led by Michael J. Zeidel.
The Duck Creek offering's underwriters are Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, BofA Securities Inc., Barclays Capital Inc., RBC Capital Markets LLC, JMP Securities LLC, Needham & Co. LLC, Stifel Nicolaus & Co. Inc., William Blair & Company LLC., D.A. Davidson & Co., Raymond James & Associates Inc. and Loop Capital Markets LLC. The Simpson Thacher team advising them is led by Arthur D. Robinson and Xiaohui (Hui) Lin.
--Additional reporting by Elise Hansen and Benjamin Horney. Editing by Alyssa Miller.
Update: This story has been updated with the closing price for CureVac's shares Friday.
For a reprint of this article, please contact reprints@law360.com.
