State of the PIPEs Market: Trends & Outlook

• Market performance: Volume, deal sizes, and sector activity
• Economic drivers – interest rates, inflation, and macroeconomic impact
• Sector breakdown – where PIPEs are thriving and where they’re struggling
• The role of PIPEs in small, micro, and nano-cap financing

Mitch Nussbaum

Co-Chair
Loeb & Loeb

PIPEs as a Strategic Capital Raising Tool for Public Companies

• When should a public company pursue a PIPE over other financing options?
• Thoughts from CFOs who have successfully raised capital through PIPEs
• How issuers make their offerings attractive to investors
• Balancing dilution concerns with long-term growth objectives

Richard Friedman

Partner
Sheppard, Mullin, Richter & Hampton LLP

Francisco Gonzalez

CFO
Sky Harbor Group Corp.

Eric Lussier

Principal
Next Level Partners

Jason Sardo

Senior Managing Director, Capital Markets
Maxim Group

Status of PIPEs in DeSPAC Transactions

Doug Ellenoff

Partner
Ellenoff Grossman & Schole, LLP

Bitcoin/Crypto PIPEs Highlights & Red Lights

Highlights

• Institutional Adoption Accelerates
• Spot Bitcoin ETFs approved in major markets
• Traditional finance (BlackRock, Fidelity, etc.) entering the space
• Custody, compliance, and on-ramps maturing
• Regulatory clarity slowly improving

Red Lights (Risks & Concerns)

• SEC enforcement-first approach continues to cloud project viability
• Ambiguity around which tokens qualify as securities
• Market Manipulation & Liquidity Issues
• Short-term volatility discourages traditional capital allocators

Mark Wood

Co-Head of Katten's National Capital Markets
Katten Muchin Rosenman LLP

Joe Tonnos

Managing Director, Investment Banking
Roth Capital Partners

Christina Zaroulis Milnor

Partner
Mincey Bell Milnor/Cranfill Sumner

James Clare

Partner
Bennett Jones LLP

Networking Break

How Investment Funds Evaluate Deals

• Hedge funds vs. family offices: Key differences
• Risk-return considerations: Liquidity, control provisions, and exit strategies
• What investors look for in PIPE deals beyond the discount
• Other desirable deal criteria

Sanjeev Srivastava

Founder and Managing Partner
BLF Advisors

Osman Ahmed

Managing Partner
New Circle Capital

Marc Van Tricht

Head of Capital Markets
EarlyBirdCapital, Inc.

Espen Robak

President
Pluris Valuation Advisors

Lunch

The Regulatory & Legal Landscape: What You Need to Know to Navigate this Market

• SEC updates and new compliance considerations
• Corporate governance: Shareholder rights and voting requirements
• Avoiding litigation: Lessons from recent enforcement actions
• The impact of new disclosure rules on issuers

Matthew Beville

Partner
WilmerHale

Ele Klein

Partner
McDermott Will & Schulte

Greg Sichenzia

Partner
Sichenzia Ross Ference Carmel LLP

Perrie Weiner

Partner in Charge, Los Angeles • Chair, North America Securities Litigation Group
Baker McKenzie

Julie Plyler

Special Counsel
Covington Burling

Structuring PIPE Transactions

• Traditional vs. bespoke PIPE structures (convertible debt, preferred equity, warrants).
• Key investor protections: anti-dilution, down-round rights, covenants.
• Case studies of recent successful & problematic deals.

Caitlyn Van Valin

Executive Vice President
Odyssey Trust Company

Elliot Berman

Founder & Managing Director
Berman Audit & Advisory

Morris Zarif

Managing Partner
Zarif Law Group

Stephen Faucetta

Managing Director
Spartan Capital Securities

Networking Break

Strategies to Engage Family Offices, Mutual Funds and Cross‑Over Investors

• Longer-term horizon; focus on legacy and bespoke structures
• Insistence on strategic alignment, downside protection
• Emphasis on relationships, less bureaucracy in decision-making
• Focused on liquidity, valuation discipline, and compliance with mandates
• Cleaner structures, quicker execution, public-market valuation comfort

Thomas Haug

Managing Director, Head of Alternative Assets
Force Family Office

Dean Rubino

CIO, Founder, Managing Partner
Kelly Park Partners

Jon Najarian

Co-Founder
Rebellion Partners

The Future of PIPE Transactions: What’s Next?

• New innovations in PIPE structuring
• Will PIPEs remain a go-to financing vehicle in an evolving market?
• The role of AI and data analytics in PIPE deal sourcing
• Final thoughts from industry leaders on where PIPEs are headed

Avraham Ben-Tzvi

Founder
ABZ Law

Mohit Bhansali

Co-Founder
EquiDeFi

Todd Coffin

Senior Managing Director, Head of Structured Finance
TerraNova Capital

Gaurav Verma

Co-Head of Investment Banking
D. Boral Capital

Cocktail Reception