DISCO Announces Pricing of Secondary Public Offering of Common Stock

Rhea-AI Summary

CS Disco, Inc. (NYSE:LAW) has announced a public offering of 5,500,000 shares at $53.00 each by existing stockholders. The underwriters have a 30-day option to purchase an additional 550,000 shares at the same price. DISCO will not receive proceeds from this sale. The offering is expected to close on September 17, 2021, pending customary conditions. J.P. Morgan and BofA Securities are leading the underwriting team. The registration statement was declared effective on September 14, 2021.

Positive

• Underwriters have the option to purchase an additional 550,000 shares, indicating strong demand.
• The offering can enhance liquidity for existing stockholders.

Negative

• DISCO will not receive any proceeds from the stock sale, limiting its financial benefit.
• The large number of shares offered could lead to shareholder dilution.

AUSTIN, Texas--(BUSINESS WIRE)-- CS Disco, Inc. (“DISCO”) (NYSE:LAW), today announced the pricing of an underwritten public offering of 5,500,000 shares of common stock by certain stockholders of DISCO (the “Selling Stockholders”) at a price of $53.00 per share. The Selling Stockholders have also granted the underwriters a 30-day option to purchase up to an additional 550,000 shares of common stock at the public offering price, less underwriting discounts and commissions. DISCO will not receive any proceeds from the sale of shares by the Selling Stockholders.

The offering is expected to close on September 17, 2021, subject to the satisfaction of customary closing conditions.

J.P. Morgan Securities LLC and BofA Securities Inc. are acting as lead book-running managers and representatives for the underwriters for the offering. Citigroup Global Markets, Inc., Jefferies LLC and Piper Sandler & Co. are also acting as book-running managers for the offering, and Canaccord Genuity LLC, Cowen and Company, LLC, Needham & Company LLC, Stifel, Nicolaus & Company, Incorporated and Loop Capital Markets LLC are acting as co-managers for the offering.

A registration statement on Form S-1 relating to these securities has been filed with the Securities and Exchange Commission and was declared effective on September 14, 2021. The offering is being made only by means of a prospectus forming part of the effective registration statement relating to the offering. Copies of the final prospectus, when available, may be obtained from: J.P. Morgan Securities LLC, c/o: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204 or by email at prospectus-eq_fi@jpmorganchase.com and BofA Securities, NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC 28255-0001, attention: Prospectus Department, or by email at dg.prospectus_requests@bofa.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About DISCO

DISCO (NYSE:LAW) provides a cloud-native, artificial intelligence-powered legal solution that simplifies ediscovery, legal document review and case management for enterprises, law firms, legal services providers and governments. Our scalable, integrated solution enables legal departments to easily collect, process and review enterprise data that is relevant or potentially relevant to legal matters.

References to “DISCO”, the “Company,” “our,” or “we” in this press release refer to CS Disco, Inc. and its subsidiaries on a consolidated basis.

Forward-Looking Statements

This press release contains forward-looking statements, including, among other things, statements regarding the completion, timing and size of the proposed offering. Words such as “may,” “should,” “will,” “believe,” “expect,” “anticipate,” “target,” “project,” and similar phrases that denote future expectation or intent regarding DISCO’s financial results, operations, and other matters are intended to identify forward-looking statements. You should not rely upon forward-looking statements as predictions of future events.

The outcome of the events described in these forward-looking statements is subject to known and unknown risks, uncertainties, and other factors that may cause DISCO’s actual results, performance, or achievements to differ materially, including (i) our history of operating losses, (ii) our limited operating history, (iii) our ability to maintain and advance our innovation and brand; (iv) our ability to effectively add new customers; (v) our ability to effectively increase usage and penetration with our existing customer base; (vi) our ability to expand our sales coverage and establish a digital sales channel; (vii) DISCO’s ability to expand internationally; (viii) our ability to extend and strengthen our channel partnerships and integrations; (ix) our ability to expand our offering portfolio to a wider range of legal processes outside of our current core offerings; (x) our ability to pursue strategic acquisitions and strategic investments to expand the functionality and value of our solution; (xi) our ability to comply or remain in compliance with laws and regulations that currently apply or become applicable to our business in the jurisdictions in which it operates; (xii) the potential that our computer or electronic systems, applications or services, or those of any third parties on whom we depend, fail or suffer security or data privacy breaches or other unauthorized or improper access to, use of, or destruction of our proprietary or confidential data, employee data, or personal data; (xiii) our ability to compete effectively with existing competitors and new market entrants; (xiv) general market, political, economic, and business conditions; and (xv) the impact that the ongoing COVID-19 pandemic and any related economic downturn could have on our or our customers’ businesses, financial condition and results of operations.

The forward-looking statements contained in this press release are also subject to additional risks, uncertainties, and factors, including those more fully described in our filings with the Securities and Exchange Commission, including our registration statement on Form S-1 relating to this offering and our quarterly report on Form 10-Q for the fiscal quarter ended June 30, 2021, filed with the Securities and Exchange Commission on September 3, 2021. Further information on potential risks that could affect actual results will be included in the subsequent periodic and current reports and other filings that we make with the SEC from time to time.

Forward-looking statements represent DISCO’s management’s beliefs and assumptions only as of the date such statements are made. We undertake no obligation to update any forward-looking statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events, except as required by law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210914006257/en/

Press Contact:

Laura Wooster

DISCO Corporate Communications

wooster@csdisco.com

Investor Relations Contact:

April Scee

ICR for DISCO

IR@csdisco.com

646-277-1219

Source: DISCO

FAQ

What is the stock offering size for CS Disco, Inc. (LAW)?

CS Disco, Inc. is offering 5,500,000 shares of common stock with an additional option for underwriters to purchase 550,000 more.

When will the stock offering for LAW close?

The offering is expected to close on September 17, 2021.

What is the price per share for DISCO's public offering?

The shares are being offered at a price of $53.00 each.

Who are the underwriters for the CS Disco, Inc. stock offering?

J.P. Morgan Securities LLC and BofA Securities Inc. are the lead underwriters.

Will CS Disco, Inc. receive any proceeds from the stock offering?

No, DISCO will not receive any proceeds as the shares are being sold by existing stockholders.