4 unchanged sentences
Holders of Common Stock
−Removed: As of September 7, 2021, there were 264 holders of record of our common stock.
+Added: As of August 26, 2022, there were 18 holders of record of our common stock.
The actual number of stockholders is greater than this number of record holders and includes stockholders who are beneficial owners but whose shares are held in street name by brokers and other nominees.
3 unchanged sentences
Any future determination to declare cash dividends will be made at the discretion of our board of directors, subject to applicable laws, and will depend on a number of factors, including our financial condition, results of operations, capital requirements, contractual restrictions, general business conditions and other factors that our board of directors may deem relevant.
+Added: Our ability to pay cash dividends on our capital stock is limited by our Credit Agreement.
Recent Sales of Unregistered Securities
−Removed: In July 2020, we sold (i) 1,178,806 shares of common stock to Anderson Investments Pte.
−Removed: for a purchase price of $12.00 per share and $14,145,672 in the aggregate, (ii) 1,037,939 shares of common stock to Great Hill Equity Partners IV, L.P.
−Removed: and 3,728 shares of common stock to Great Hill Investors, LLC for a purchase price of $12.00 per share and $12,500,004 in the aggregate and (iii) 212,072 shares of common stock to John Hall for a purchase price of $12.00 per share and $2,544,864 in the aggregate.
−Removed: The shares of common stock described above were issued in reliance on the exemption contained in Section 4(a)(2) of the Securities Act on the basis that the transactions did not involve a public offering.
−Removed: No underwriters were involved in the sale.
−Removed: From July 1, 2020 through June 29, 2021 (the filing date of our registration statement on Form S-8), we granted (i) stock options to purchase an aggregate of 6,655,303 shares of our common stock under our equity compensation plans at a weighted-average exercise price of $15.24 per share, (ii) 3,950,000 shares of performance stock units at a weighted average grant date fair value of $26.00 per share, (iii) 46,150 shares of restricted stock unites at a weighted average grant date fair value of $26.00 per share.
−Removed: The option and RSU issuances described above were exempt from registration under the Securities Act under either (1) Rule 701 in that the transactions were under compensatory benefit plans and contracts relating to compensation as provided under Rule 701 or (2) Section 4(a)(2) of the Securities Act as transactions by an issuer not involving any public offering.
−Removed: The recipients of such securities were our employees, consultants or directors and received the securities under our equity compensation plans.
−Removed: The recipients of securities in each of these transactions represented their intention to acquire the securities for investment only and not with view to or for sale in connection with any distribution thereof and appropriate legends were affixed to the securities issued in these transactions.
−Removed: Use of Proceeds
+Added: Use of Proceeds from our IPO
On July 2, 2021, we completed our initial public offering, in which we sold 10,500,000 shares of our common stock to the public at a price of $26.00 per share.
2 unchanged sentences
333-256812) which was declared effective by the SEC on June 29, 2021.
−Removed: The aggregate offering price for the shares sold in the offering was $ 314.0 m illion.
+Added: The aggregate offering price for the shares sold in the offering was $314.0 million.
We received net proceeds of $283.0 million after deducting underwriters’ discounts and commissions and offering expenses of $31.0 million.
−Removed: We used $ 2 78.0 million of the net proceeds from the offering to fully repay outstanding borrowings under our c redit f acil i ty.
−Removed: There has been no material change in the planned use of the remaining net proceeds from the use of proceeds described in the prospectus relating to our initial public offering.
−Removed: No net offering proceeds or expenses were paid directly or indirectly to any of our directors or officers (or their associates) or persons owning 10% or more of any class of our equity securities or to any other affiliates.
+Added: We used $278.0 million of the net proceeds from the offering to fully repay outstanding borrowings under a term loan and an associated revolving credit facility (together, the “Prior Credit Facility”).
+Added: As of June 30, 2022, we have used all of the net proceeds from the IPO for the purposes described in the prospectus relating to our initial public offering.
Issuer Purchases of Equity Securities
1 unchanged sentence
The information required by this Item regarding equity compensation plans is incorporated by reference to the information set forth in Part III, Item 12 of this Annual Report on Form 10-K.
+Added: Performance Graph
+Added: This performance graph shall not be deemed “soliciting material” or to be “filed” with the SEC for purposes of Section 18 of the Exchange Act or incorporated by reference into any of our filings under the Exchange Act or the Securities Act.
+Added: The following graph shows a comparison of the cumulative total return for our common stock to the Nasdaq Composite - Total Return Index and S&P Software & Services Select Industry Index for the fiscal year ended June 30, 2022, assuming an initial investment of $100.
+Added: Such comparisons are based on historical results and are not intended to suggest fu ture performance.
+Added: Data for the Nasdaq Composite Total Return Index and S&P Software & Services Select Industry Index assume reinvestment of dividends.
+Added: Comparison of Cumulative Total Return
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.