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Helping a Publicly Traded Client with Their PIPE Dreams

Helping a Publicly Traded Client with Their PIPE Dreams

A publicly traded healthcare company needed expert support after raising capital through a Private Investment in Public Equity (PIPE) offering. In addition to common stock, the company issued pre-funded warrants and standard warrants, which require analysis to determine the appropriate accounting treatment and must be recorded at fair value. This necessitated a valuation, typically performed by an independent professional.

Challenge

With limited in-house experience in accounting for complex financial instruments, the client’s lean accounting team faced a steep challenge. Several provisions embedded in the warrants were atypical and lacked straightforward guidance under existing accounting standards. A detailed review and analysis was required to ensure the appropriate accounting. Moreover, because the client is a public business entity (PBE), the need to meet SEC filing deadlines added urgency. 

Solution

We undertook the project in conjunction with our valuation partner to provide a one-step solution to the client’s needs. While our technical accounting group addressed the general accounting, reporting and disclosure issues, the valuation team determined the appropriate values to assign to the financial instruments. We coordinated closely with the client’s internal team and external auditors through recurring work sessions, ensuring transparency, alignment and audit readiness throughout the engagement. 

Outcome

Together with the external audit firm’s technical specialists, we resolved the accounting treatment for the non-standard warrant provisions and validated the fair value methodology. We provided a comprehensive valuation model, documented support for all calculations, and delivered a technical accounting memo to support the conclusions. The engagement enabled the client to not only meet the SEC reporting deadline but also established a foundation for future complex instrument accounting. Moreover, it solidified a partnership with the external audit firm to assist them on future technical accounting matters involving their clients. 

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