JWCA advises Vaxcyte on its debut $575 million convertible offering along with concurrent $575 million equity raise

october 2026 | read press release

Transaction Background

Vaxcyte, Inc. (“PCVX”) successfully executed a $1.15 billion financing in a dual-tranche offering, raising $575 million in the convertible market at attractive terms of 1.50% up 40.0% and $575 million in the equity market and taking advantage of recent share price momentum from the positive VAX-31 pneumococcal vaccine Phase 3 OPUS-1 clinical trial data for adult populations

Vaxcyte’s objectives included:

  • Opportunistically add cash to the balance sheet through the issuance of low-cost, unsecured capital to fuel growth and commercialization

  • Manage overall potential equity dilution

Vaxcyte engaged J. Wood Capital Advisors to assist in the structuring, negotiation, documentation, and execution of the transaction

JWCA provided extensive analysis leading up to and during the issuance process, including:

  • Convertible structuring

  • Syndicate structure and precedent data

  • Accounting and tax analysis / implications

  • Convertible documentation to ensure maximum value and future efficiency/flexibility for the company

  • Shareholder messaging and investor composition on the day of marketingJWCA provided advice, support, and analysis throughout the execution process, and committed to support the transaction with its own capital

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

Results

The offering attracted strong investor demand despite broader market volatility, with the XBI down ~3.4% during the day of marketing:

  • The convertible orderbook was over 6x oversubscribed and generated outsized demand from long-only investors

  • The 1.50% coupon and the 40.0% conversion premium priced at the company-friendly end of the marketed range despite a rising rate environment

Vaxcyte concurrently raised $575 million in the equity market at a 13.3% FTO discount, after the stock was up ~31% the day before, with strong long-only institutional investor support for the company post-data

JWCA worked closely with management throughout the offering resulting in a high-quality outcome