Summary
Lumentum Holdings Inc. (LITE) filed an 8-K on November 13, 2018, to report on an unregistered sale of equity securities. Specifically, the company issued 1,454,126 shares of its common stock to Amada Holdings Co., Ltd. ("Amada") upon the conversion of Amada's preferred stock in a Lumentum subsidiary. This transaction was conducted under the exemption provided by Section 4(a)(2) of the Securities Act of 1933, meaning it did not require public registration. This event represents a conversion of preferred stock into common stock, a common financial maneuver that can impact share counts and ownership structures. Investors should note that this issuance does not represent a new offering to the public but rather the fulfillment of existing convertible securities. The conversion was effective as of November 2, 2018, with shares issued on November 12, 2018.
Key Highlights
- 1Lumentum Holdings Inc. issued 1,454,126 shares of common stock.
- 2The shares were issued to Amada Holdings Co., Ltd.
- 3The issuance resulted from the conversion of 35,805 shares of Series A Preferred Stock of a Lumentum subsidiary.
- 4The conversion was exempt from registration under Section 4(a)(2) of the Securities Act of 1933.
- 5The Series A Preferred Stock originated from a private placement with Viavi Solutions Inc. in 2015.
- 6Amada had previously purchased 35,805 shares of Series A Preferred Stock from Viavi.
- 7The conversion was effective November 2, 2018, and shares were issued November 12, 2018.