Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Sales of Unregistered Securities
The following sets forth information regarding all unregistered securities sold for the three months ended June 30, 2021:
•
From April 1, 2021 to June 30, 2021 (the date of filing of our registration statement on Form S-8,
File No. 333-257577),
we granted RSUs for an aggregate of 907,160 shares of our Common stock at a weighted average grant date fair value of $21.62 per share to a total of 38 employees and a director under our 2016 Stock Incentive Plan, or 2016 Plan.
•
From April 1, 2021 to June 30, 2021 (the date of the filing of our registration statement on Form S-8,
File No. 333-257577),
we issued an aggregate of 212,570 shares of our Common stock upon the exercise of options under our 2016 Plan at exercise prices ranging from $0.34 to $2.50 per share, for an aggregate purchase price of $0.1 million.
The offers, sales, and issuances of the securities described above were deemed to be exempt from registration under the Securities Act in reliance on Section 4(a)(2) of the Securities Act or Regulation D promulgated thereunder or Rule 701 promulgated under the Securities Act as transactions by an issuer not involving a public offering or under benefit plans and contracts relating to compensation as provided under Rule 701. The recipients of securities in each of these transactions represented their intentions to acquire the securities for investment only and not with a view to or for sale in connection with any distribution thereof. All recipients had adequate access through their relationships with us, or otherwise to information about us. The issuances of these securities were made without any general solicitation or advertising.
Use of Proceeds
On July 2, 2021, we completed our IPO, in which we issued and sold 22,335,285 shares of our common stock, including 2,868,150 shares sold in connection with the exercise of the underwriters’ option to purchase additional shares, and certain existing stockholders purchased under private placement an aggregate of 3,214,285 shares, at a price to the public of $28.00 per share. We raised net proceeds to us of $666.9 million, after deducting the underwriting discount and commissions, and offering costs of approximately $5.5 million. All shares sold were registered pursuant to a registration statement on Form S-1
(File No. 333-256803),
as amended, declared effective by the SEC on June 29, 2021. J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC were lead underwriters as representatives of the underwriters for the offering. The offering terminated after the sale of all securities registered pursuant to the Prospectus. No payments for such expenses were made directly or indirectly to (i) any of our officers or directors or their associates, (ii) any persons owning 10% or more of any class of our equity securities or (iii) any of our affiliates.
The net proceeds from our IPO received after payment of related IPO costs and repayment of the outstanding principal of $521.6 million of our 2018 Term Loan on July 2, 2021, have been invested in cash and cash equivalents. There has been no material change in the expected use of the net proceeds from our initial public offering as described in our Prospectus.
Repurchases of Shares or of Company Equity Securities
None.
Item 3. Defaults Upon Senior Securities.
None.
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Item 4. Mine Safety Disclosures.
Not applicable.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.