Interested in training for your team? Click here to learn more

Reverse Mergers vs. an IPO: Market Trends, Transaction Structure, Benefits, Drawbacks

Recording of a 90-minute premium CLE video webinar with Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Conducted on Tuesday, June 11, 2024

Recorded event now available

or call 1-800-926-7926

This CLE webinar will discuss reverse mergers as an alternative to an IPO or as part of a cross-over round to set up a private company for a faster IPO down the road. The panel will explore the market conditions that have resulted in a significant increase in reverse mergers, the potential benefits and drawbacks, the basic structure of the transaction and the accompanying agreements, and why a reverse merger can be an attractive option for non-U.S. companies looking to enter the U.S. market.


In today's economic climate, reverse mergers have become an increasingly popular alternative to a conventional IPO for a private company seeking to become publicly traded. Reverse mergers are a legitimate transaction structure for smaller private companies with significant cash needs that lack the financial profile or other attributes demanded by the IPO market.

In a reverse merger, a private company becomes a public company by acquiring or merging with a publicly traded company. This allows the private company to become a publicly traded company without going through the costly and time-consuming traditional IPO process. Also, reverse mergers can be a particularly attractive option for foreign companies looking to go public in the U.S.

Reverse mergers are often considered a less traditional route to becoming a publicly traded company and offer several benefits that can make them an attractive option. Some benefits include access to capital, increased visibility, increased valuation, liquidity for shareholders, and reduced time and cost.

There are drawbacks of a reverse merger that must be considered as well including dilution of ownership, increased regulatory requirements and scrutiny, market volatility, excessive selling pressure from existing shareholders, liabilities associated with the legacy business of the public company, and integration challenges between the private company and public company.

Listen as our authoritative panel discusses recent developments, market trends, and key considerations with reverse merger transactions. The panel will also review the benefits and drawbacks of reverse mergers and assess circumstances when a reverse merger is a good option for a private company looking to enter the public market.



  1. Overview: market conditions prompting an increase in reverse mergers
  2. Structure of a reverse merger transaction
  3. Benefits and drawbacks of a reverse merger
  4. Transaction considerations
  5. Structuring the reverse merger agreement
  6. Reverse mergers with cross-border elements
  7. The impact of recent SEC actions and scrutiny on reverse mergers
  8. Key takeaways


The panel will review these and other key issues:

  • Why is a reverse merger an attractive option for private companies seeking to become publicly traded?
  • What are the potential benefits of a reverse merger?
  • What are the potential drawbacks of a reverse merger?
  • How can foreign companies looking to go public in the U.S. take advantage of a reverse merger to achieve a U.S. listing?


Heisner, Rae Michelle
Michelle Rae Heisner

Baker & McKenzie

Ms. Heisner focuses on clients with respect to a variety of types of cross-border and U.S. domestic acquisitions...  |  Read More

Weiner, Perrie
Perrie M. Weiner

Partner, Chair North America Securities Litigation Group
Baker McKenzie

Mr. Weiner is a prominent securities litigation attorney with over 30 years of experience, renowned for his...  |  Read More

Access Anytime, Anywhere

Strafford will process CLE credit for one person on each recording. All formats include course handouts.

To find out which recorded format will provide the best CLE option, select your state:

CLE On-Demand Video