Procept Biorobotics Corporation
10/31/2024 | Press release | Distributed by Public on 10/31/2024 14:03
Material Event Form 8 K
Item 8.01 Other Events.
On October 29, 2024, PROCEPT BioRobotics Corporation (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with BofA Securities, Inc., Piper Sandler & Co. and Morgan Stanley & Co., LLC, as representatives (the "Representatives") of the several underwriters named therein (collectively, the "Underwriters") and the selling stockholder named therein (the "Selling Stockholder"), pursuant to which the Company agreed to issue and sell 1,923,076 shares (the "Shares") of its common stock, par value $0.00001 per share ("Common Stock"), to the Underwriters (the "Offering"). The price to the public in this offering was $91.00 per Share. In addition, under the terms of the Underwriting Agreement, the Selling Stockholder granted the Underwriters the option, for 30 days, to purchase up to 288,461 additional shares of Common Stock at the public offering price that was exercised in full on October 30, 2024.
The Offering was made under a prospectus supplement and related prospectus filed with the Securities and Exchange Commission pursuant to the Company's effective shelf registration statement on Form S-3, as amended (Registration No. 333-273569).
Under the terms of the Underwriting Agreement, the Company and the Company's directors and executive officers also agreed not to sell or transfer any Common Stock without first obtaining the written consent of the Representatives, subject to certain exceptions, for 60 days after the date of the prospectus supplement relating to the Offering.
On October 31, 2024, the Offering closed, and the Company received net proceeds of approximately $163.8 million, after deducting the Underwriters' discounts and commissions and estimated offering expenses payable by the Company. The Company did not receive any proceeds from the sale of the Shares of the Company's Common Stock by the Selling Stockholder.
The Underwriting Agreement contains customary representations, warranties, covenants, indemnification obligations of the Company, the Selling Stockholder and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, and other obligations of the parties. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties. A copy of the Underwriting Agreement is attached as Exhibit 1.1 hereto and is incorporated herein by reference. The foregoing descriptions of the Underwriting Agreement and lock-up arrangements do not purport to be complete and are qualified in their entirety by reference to such exhibit.
A copy of the opinion of Latham & Watkins LLP relating to the validity of the securities issued and sold in the Offering is filed herewith as Exhibit 5.1.