What is an AIPO

• The typical Accelerated Initial Public Offering ("AIPO") is a reverse merger transaction (also known as a reverse takeover or reverse acquisition) combined with a simultaneous PIPE funding. In a reverse merger, a private operating company (“private company”) merges with a newly-formed subsidiary of a public reporting company that has no or only nominal assets, operations and liabilities (a “Public Vehicle”) and whose securities are traded or quoted on the over-the-counter markets (OTC.BB)
• The reverse merger PIPE decouples the IPO into its two component elements:
  • Going Public
  • Raising equity capital
• Public Vehicle exchanges a significant controlling interest in exchange for all of the issued and outstanding private company equity securities
• Private company investors own substantial majority of the merged entity’s stock after the merger
• Post merger, the name of the merged company is changed to the name of the private company, and the board of the merged company is replaced with the board of the private company
• Concurrent capital raising through a private placement with selected PIPE investors is very common
• The transaction establishes a trading price as a reference benchmark for future fundraisings
  
• Builds a platform for more sizeable follow-on offering within 12-18 months