01—Abstract
Summary
Summary of the 8-K filed February 26, 2024. Cited figures are marked; the original filing is the authoritative source.
Symbotic Inc. (SYM) filed a Current Report on Form 8-K to disclose the completion of an underwritten offering of 10,000,000 shares of Class A common stock, announced previously and priced under a February 21, 2024 underwriting agreement with Goldman Sachs & Co. LLC as representative.
Of the shares, 5,000,000 were sold by the Company and 5,000,000 by selling securityholders. The offering closed on February 26, 2024. The Company reports net proceeds of approximately $197 milliona after underwriting discounts, commissions and offering expenses, and states that it will use the proceeds for general corporate purposes.
The Company received none of the proceeds from the shares sold by the selling securityholders. The underwriters also received a 30-day option to purchase up to an additional 1,500,000 shares.
The offering was made under an effective shelf registration statement filed August 1, 2023 (File No. 333-273383), with a base prospectus dated August 2, 2023 and a prospectus supplement dated February 21, 2024. The filing attaches the underwriting agreement (Exhibit 1.1) and a legality opinion from Sullivan & Cromwell LLP (Exhibit 5.1).
02—Key points
Key Highlights
- Offering of 10,000,000 Class A common shares completed on February 26, 2024
- Symbotic sold 5,000,000 shares; selling securityholders sold the other 5,000,000
- Company net proceeds of approximately $197 million, to be used for general corporate purposes
- Company received none of the proceeds from shares sold by selling securityholders
- Underwriters hold a 30-day option to buy up to an additional 1,500,000 shares
- Offering made under an effective shelf registration statement filed August 1, 2023 (File No. 333-273383)
- Underwriting agreement with Symbotic Holdings LLC, the selling securityholders and Goldman Sachs & Co. LLC as representative
03—Questions
Frequently Asked Questions
How much money did Symbotic receive from the offering?
Symbotic reports net proceeds of approximately $197 million, after deducting underwriting discounts and commissions and offering expenses payable by the Company.
What will Symbotic do with the offering proceeds?
The Company plans to use the net proceeds for general corporate purposes, as stated in the filing.
Did Symbotic receive proceeds from shares sold by existing shareholders?
No. Of the 10,000,000 shares sold, 5,000,000 were sold by selling securityholders, and the Company did not receive any proceeds from those sales.
Is there an option for underwriters to buy additional shares?
Yes. The Company granted the underwriters a 30-day option to purchase up to an additional 1,500,000 Class A common shares.
Under what registration was the offering made?
The offering was made under an effective shelf registration statement filed with the SEC on August 1, 2023 (File No. 333-273383), with a base prospectus dated August 2, 2023 and a prospectus supplement dated February 21, 2024.
04—Continue