Dual and even triple or quadruple track processes have come roaring back in 2026 thanks to a glut of M&A that has refilled investors’ wallets. Big Pharma is being put on notice that time is critical if they want to acquire.
Biotech executives can no longer focus on just the dual track M&A and IPO process. The track has split even more, with triple and even quadruple tracks becoming the norm.
The rising complexity of biopharma dealmaking was evident across the BIO International Convention in San Diego this week. Many different panelists commented on the multi-track process at the conference, detailing an “all of the above” strategy that biotechs must navigate.
“This $65 billion year-to-date M&A swamp has meant a lot of investors with a significant amount of capital to redeploy, and they are eager to do that,” said Anamaria Sudarov, managing director for the healthcare investing banking division of Wells Fargo. As a result, biotechs are able to shop around to different types of investors, while talking to pharmas and other possible partners.
But the nature of the deals is changing, with dual track making a comeback, Sudarov added. “In 2025, dual track was not an option,” she said. Now, it’s bare minimum.
“A large amount of biotechs will be talking to you on a deal front, and also talking about, ‘I’m raising my next series, whichever gives me the best bang for my buck,’” said Deepa Talpade, head of business development and licensing for oncology at Bayer, during a Monday panel discussion.
In a standard dual track process, the company quietly files for an IPO while courting a deal. Sudarov said the process has accelerated dramatically in 2026.
She pointed to numerous examples of “companies filing for an IPO on Friday, and then Monday you see the announcement in M&A.”
Let’s get a deal done
Casarine Chong, general counsel for R&D and business development at CSL, has seen the shift in the caliber of advisers coming in to represent biotechs. “There are bankers that I’ve historically only encountered in the M&A context that are now representing biotechs, and they’re agnostic. It’s ‘Let’s get a deal done,’” she said.
These bankers are happy to ink a licensing collaboration, additional funding, find a Big Pharma buyer or IPO. They are sending out a warning to Big Pharma, Chong said: “You’ve got a limited period of time to execute on this deal, otherwise we’ve got both IPO funding or an M&A on the horizon as well.”
Rachel Lane, chief commercial officer at AI-focused Xaira Therapeutics, said this process is not just for late-stage biotechs. Early-stage companies are leveraging their preclinical assets to lock down a future M&A deal with an offer to extend to other assets from the same platform. She pointed to Firefly Bio’s $1 billion acquisition by Johnson & Johnson a few weeks ago as one example.
When pursuing an ‘all of the above’ strategy, Chong said biotechs need to protect the future exit in the contract. “It’s important for Big Pharma to remember that that license collaboration needs to be structured in a way to facilitate and not gut the opportunity for M&A,” Chong said.
Which track to choose—and whether to pursue several at once—depends on the company and the bandwidth of its personnel, according to Maha Radhakrishnan, executive partner in private equity at Sofinnova Investments who spoke to BioSpace on the sidelines of the conference.
“It comes back to resources. It comes back to are people able to go on this dual or triple from a standpoint of being able to manage multiple priorities, but still keep on track,” she said. At Sofinnova, advisers carefully consider the assets within a company, the interest in the space, upcoming readouts and more before recommending a multi-pronged deal effort, Radhakrishnan said.
Signing a collaboration or licensing deal is never done with the goal of delaying or stopping M&A or IPO processes, Radhakrishnan said. But sometimes those partnerships can make things a bit more complicated for a Big Pharma buyer.
“We do make sure that there’s an agreement that covers all eventual scenarios, but when you make an investment, you’re going in with the understanding that at some point the company will want to go either public or transact,” she said.
Sam Zucker, a partner at Goodwin’s life sciences group, said that biotechs should protect their high-value assets if an exit is the goal. “Don’t partner out your crown jewel,” he said.
But biotechs also have to live in the now. They need to secure funding to get to the next milestone, noted Doreen Levine, a partner at Ernst & Young’s Financial Accounting and Advisory Services group.
“If you really don’t have cash runway, and this is one of the only financing options, then you may not have a choice,” Levine said. “I think it’s just a balance of priorities. I don’t know that you can always optimize all those decisions in the future potential of an IPO or M&A. A lot of times [it’s] really coming to cash runway right now and living with that decision down the road.”
Sofinnova advises companies to consider how they will build value with any early transactions to prepare for the eventual exit. “That dialog always happens at the lower level of a portfolio company,” Radhakrishnan said.
Zucker warned of regulatory concerns with the multi-track process. The SEC has specific rules around disclosures for IPOs and other types of deals.
“You have to manage that carefully with counsel, so that the diligence process doesn’t create kind of a disparate environment where some investors know materially more than other investors when the IPO comes around,” he said.
Options for the other prongs of the multi-track process include a reverse-merger or special purpose acquisition company vehicle.
But not all companies want to exit. Collaboration and 50-50 splits are also rising as more biotechs look to hang on to assets and become fully integrated companies, noted Chad Diehl, legal team lead for licensing and acquisitions at Astellas Pharma.
