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Recent Sales of Unregistered Equity Securities
−Removed: From July to August 2020, we issued and sold an aggregate of 19,444,453 shares of
−Removed: our Series C-1 preferred stock at a per share purchase price of $5.67 for aggregate gross consideration of $110.3 million.
−Removed: We have relied on the exemption from the registration requirements
−Removed: of the Securities Act by virtue of Section 4(a)(2) thereof and the rules and regulations promulgated thereunder relating to transactions not involving any public offering.
−Removed: During the period between July 1, 2020 to September 30, 2020, we issued to employees, directors and consultants, options to purchase
−Removed: an aggregate of 2,612,353 shares of our common stock at a weighted-average exercise price of $8.80 per share.
−Removed: We deemed these issuances to be exempt from registration under the Securities Act either in reliance on Rule 701 of the Securities Act as
−Removed: sales and offers under compensatory benefit plans and contracts relating to compensation in compliance with Rule 701, or in reliance on Section 4(a)(2), as a transaction by an issuer not involving a public offering.
−Removed: On October 16, 2020, we
−Removed: filed a registration statement on Form S-8 under the Securities Act to register all of the shares of our common stock subject to outstanding options and all shares of our common stock otherwise issuable
−Removed: pursuant to our equity compensation plans.
−Removed: Use of Proceeds from Initial Public Offering
−Removed: On October 20, 2020, we completed our initial public offering, or IPO, pursuant to which we issued and sold all 11,500,000 shares of our
−Removed: registered common stock at the public offering price of $19.00 per share, including 1,500,000 shares of common stock sold pursuant to the underwriters exercise of their option to purchase additional shares of common stock.
−Removed: The aggregate gross
−Removed: proceeds of our IPO, inclusive of the underwriters option to purchase additional shares, were $218.5 million.
−Removed: The offering commenced on October 15, 2020 and did not terminate until the sale of all of the shares offered.
−Removed: The offer and sale of all of the shares of our common stock in our IPO were registered under the Securities Act pursuant to a registration
−Removed: statement on Form S-1 (File No.
−Removed: 333-249074), which was declared effective by the Securities and Exchange Commission, or SEC, on October 15, 2020.
−Removed: Company, LLC, Evercore Group L.L.C.
+Added: Use of Proceeds from Public Offering of Common Stock
+Added: In October 2020, we completed the initial public offering of our common stock, or IPO, pursuant to which we issued and sold 11,500,000 shares of our common stock at a price to the public of $19.00 per share.
+Added: All of the shares issued and sold in the IPO were registered under the Securities Act pursuant to a Registration Statement on Form S‑1 (File No.
+Added: 333-249074), which was declared effective by the Securities and Exchange Commission, or the SEC, on October 15, 2020.
+Added: Following the sale of all shares, including shares sold pursuant to the underwriters' option to purchase an additional 1,500,000 shares exercised in October 2020, the offering terminated.
+Added: Cowen and Company, LLC, Evercore Group L.L.C.
and Piper Sandler & Co.
−Removed: acted as joint book-running managers for our IPO.
−Removed: aggregate net proceeds from the IPO, inclusive of the underwriters option to purchase additional shares, of approximately $199.9 million, after deducting $15.3 million of underwriting discounts and commissions and $3.3 million
−Removed: of other offering expenses payable by us.
−Removed: None of the underwriting discounts and commissions or offering expenses were paid directly or indirectly to any directors or officers of ours or their associates or to persons owning 10% or more of any class
−Removed: of equity securities or to any affiliates of ours.
−Removed: We had not used any of the net proceeds from the IPO as of September 30, 2020, as we have continued to fund operations from proceeds received through our preferred stock financings.
−Removed: been no material change in our planned use of the net proceeds from our IPO as described in our final prospectus filed pursuant to Rule 424(b)(4) under the Securities Act with the SEC on October 16, 2020.
+Added: acted as joint book-running managers, Wedbush Securities Inc.
+Added: acted as lead manager and Blackstone Securities Partners L.P.
+Added: acted as co-manager of the IPO.
+Added: We received aggregate gross proceeds from our IPO of approximately $218.5 million, or aggregate net cash proceeds of approximately $200.3 million after deducting underwriting discounts and commissions and offering expenses.
+Added: None of the underwriting discounts and commissions or offering expenses were incurred or paid to directors or officers of ours or their associates or to persons owning 10% or more of our common stock or to any of our affiliates.
+Added: Information related to use of proceeds from registered securities is incorporated herein by reference to the “Use of Proceeds” section of our final prospectus filed pursuant to Rule 424(b)(4) under the Securities Act with the SEC on October 16, 2020.
+Added: There has been no material change in the planned use of proceeds from our IPO as described in our final prospectus.
+Added: We are holding the balance of the net proceeds in cash, cash equivalents, and marketable securities.
+Added: We invested the funds received in short-term, interest-bearing investment-grade securities and government securities.
Defaults Upon Senior Securities.
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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.