JWCA acts as sole placement agent for Repligen Corporation’s $1.0 billion convertible offering

October 2026 | read press release

Transaction Background

Repligen Corporation (“Repligen”, “RGEN” or the “Company”) successfully raised $1.0 billion in a convertible financing at 0.25% coupon and 20.0% conversion premium

Repligen’s objectives included:

  • Take advantage of the strong convertible market and business momentum to refinance a majority of its outstanding $600mm convertible notes due 2028

  • Avoid the typical stock price decline from a regular publicly marketed convertible

  • Execute efficiently and minimize transaction costs

  • Replenish balance sheet cash

  • Protect against future equity dilution through concurrent share repurchase

Repligen engaged J. Wood Capital Advisors, LLC (“JWCA”) to assist in the structuring, negotiation, documentation, and execution of this transaction

JWCA provided analysis to the Company on deal structuring and related items, including:

  • Advising on financing tactics and investor targeting to drive best pricing outcome

  • Led the outreach and execution of placement and exchange with convertible investors

  • Structured a concurrent share repurchase to help mitigate dilution and stock impact, allowing the transaction to be executed on an overnight basis

  • Convertible note documentation to maximize economics, flexibility and future liability management optionality

JWCA provided advice, support, and analysis throughout the execution process

JWCA also supported the transaction with its own capital, committing to purchasing the Company’s stock concurrently with the execution

Results

Repligen Corporation was able to raise $1.0 billion without a day of public marketing

The Company was able to retire $456.8mm (~76%) of its outstanding 2028 convertible notes and issue an incremental $458.6mm of convertible notes for cash

Repligen eliminated stock price risk, as the transaction was executed via a confidential marketing process, and priced overnight with convertible investors

Repligen intends to use $120mm of proceeds to purchase shares from convertible investors

JWCA purchased $30 million of RGEN stock to facilitate efficient execution of the transaction