This disclosure document deals solely with the Piper Heartland Healthcare Crossover Strategy (the
“Heartland Healthcare Crossover Strategy”). This document provides information about Piper
Heartland Healthcare Capital LLC (“PHHC”) and its Heartland Healthcare Crossover Strategy
(“Strategy”) that should be considered when investing in any investment vehicles. This information
has not been approved by any federal or state governmental authority.
General Information and Investment Advisory Services Relating to Heartland Healthcare
Crossover Strategy
PHHC is a Delaware limited liability company that was organized in 2020 and is wholly owned by
Piper Sandler Investment Group Inc., a direct holding company subsidiary of Piper Sandler
Companies (together, with its affiliates, “Piper Sandler”), a public company listed on the New York
Stock Exchange (symbol: PIPR).
PHHC’s advisory services are limited to the Heartland Healthcare Crossover Strategy, which is
principally focused on providing investment advisory services to one or more pooled investment
vehicles that are offered to investors via private placements. More specifically, the Heartland
Healthcare Crossover Strategy will invest in initial public offering (“IPO”)-ready private companies with
the target objective of providing a more attractive financial return than public equity investing, with a
lower degree of risk and a faster return of capital as compared with early-stage private equity or
venture investing. The Strategy will invest solely in companies that operate in the healthcare
industry. Within the healthcare industry, the Strategy will seek to invest in companies that operate
in sub-sectors covered by Piper’s investment banking and equity research groups, which include
biopharma, medical devices, healthcare information technology, and diagnostics.
Piper, with a Firm history dating to 1895, has a significant asset management business through four
principal United States asset management affiliates, PSC Capital Partners LLC (“PSCCP”), Piper
Sandler & Co. (“Piper”), Piper Sandler Finance Management, LLC (“PSFM”), and Piper Sandler
Advisers (“PSA”)each of which is an investment advisory firm registered with the SEC. Each of
these entities is a wholly owned subsidiary of Piper. Piper also operates the Simmons Private Equity
Investment vehicles, an asset management business, through Parallel General Partners, a general
partner regulated by the Guernsey Financial Services Commission. Piper, in turn, is a public
company listed on the New York Stock Exchange (symbol: PIPR).
Healthcare Experience of the Firm
Piper has been a leading strategic adviser in healthcare investment banking and underwriting for over
30 years. Since 2010, Piper has advised on over 260 mergers and acquisition (“M&A”) transactions
in healthcare, representing over $77 billion in transaction value. Piper is also one of the most active
bookrunners of healthcare companies on Wall Street. Piper has been a bookrunner on over 275 public
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equity financings for healthcare companies since 2010,
representing over $27 billion in capital. In
addition to strategic and capital advisory services, Piper serves investors and companies through an
award-winning research platform, which publishes macro-economic, industry and company-specific
research. The healthcare equity research team consists of eleven senior research analysts who cover
over 200 companies across all major healthcare sub-sectors.
Crossover Investing Strategy
Crossover investing describes a strategy in which investors participate in multiple stages of company
capitalization, ‘crossing over’ from private stage to public stage investing. In making the private-
stage investment, crossover investors take on additional inherent risks associated with the
development stage of the company and the liquidity profile. In exchange for those risks, investors
receive ownership at a valuation discount to the expected IPO valuation. We believe the risks are
partially mitigated by a company’s near-term intention and assessed potential to access the public
markets through an IPO. Crossover investors remain invested in the company post-IPO, and typically
invest additional capital in the IPO round itself to de-risk the IPO and to help enhance their return.
As insiders, they are also subject to customary lock-up periods, typically of 180 days. Unlike
traditional public equity investors, most crossover investors are highly focused on optimizing returns
through well-timed exits and are not viewed as long-term equity holders.
Companies that seek crossover investments do so for several reasons. By taking in additional capital,
the company is building a cash reserve under opportune conditions, which may provide stability in
the event of unforeseen circumstances. The crossover round also helps to initiate the IPO process
with a base of investors ahead of the IPO or creating what is known as a ‘shadow book’. Because
demand may be built ahead of the IPO, crossover rounds can create a perception of quality, which
can signal strength to public investors in an IPO process.
PHHC tailors its advisory services to the specific investment objectives and restrictions of each
investment vehicle set forth in the offering documents. Investors and prospective investors should
refer to the confidential private placement memorandum, limited partnership agreement or operating
agreement, subscription agreement, investment management agreement and/or other governing
documents (collectively, the “Governing Documents”) of the applicable investment vehicle for
complete information on the investment objectives and investment restrictions. There is no
assurance that any investment vehicle’s investment objectives will be achieved.
Piper Heartland Healthcare Capital Management LLC (the “General Partner”) serves as the general
partner for investment vehicles managed by PHHC.
Assets Under Management
PHHC manages all client assets on a discretionary basis in accordance with the terms of each
client’s governing documents. As of December 31, 2023, PHHC, had $232,336,299 in client assets
under management.
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