Symbotic Announces Pricing of Primary and Secondary Offering of Class A Common Stock
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Insights
The pricing of Symbotic Inc.'s underwritten public offering represents a significant capital market transaction that could influence the company's financial structure and liquidity. The dual nature of the offering, with shares sold by both the company and the Selling Securityholders, suggests a strategic move to not only raise capital for corporate initiatives but also to enable partial liquidity for the founder's investments. The public offering price of $40.50 per share will be a benchmark for the market's valuation of the company post-offering.
It is important to assess the potential dilution of existing shareholders due to the increase in outstanding shares. The additional 1,500,000 shares option for underwriters could further impact the earnings per share (EPS) and shareholder equity, depending on the uptake. Investors should consider the company's historical financial performance and growth prospects to determine whether the capital raised justifies potential dilution.
Market reception to the offering will be critical, as it reflects investor confidence in the company's future. The involvement of Goldman Sachs as the sole book-running manager could be perceived as a positive signal due to the firm's reputation and expertise in capital market transactions.
The use of A.I.-enabled robotics technology in supply chain management is a rapidly growing sector, with increasing demand for automation solutions in warehousing and logistics. Symbotic Inc.'s positioning within this industry and its decision to raise funds through a public offering could indicate plans for expansion or technology development to maintain a competitive edge. The company's ability to capitalize on current market trends and invest in innovation will be crucial for long-term growth.
Investors should monitor the deployment of the net proceeds for general corporate purposes, as this could encompass a range of activities from R&D to potential acquisitions. The specificity of these allocations, or lack thereof, might influence investor perceptions of the company's strategic focus and operational efficiency.
The timing of the offering and market conditions at the time of closing will also play a role in the success of the transaction. Any shifts in market sentiment towards the tech sector or broader economic indicators could affect the uptake of the offering and the subsequent performance of the stock.
From a legal standpoint, the offering is structured to comply with the SEC's regulations, utilizing a shelf registration statement on Form S-3. This approach allows for a more streamlined and timely offering process, as the company has already undergone the SEC's review and has the flexibility to issue securities over a three-year period.
Investors should take note of the legal framework governing the offering, including the prospectus and prospectus supplement, which provide detailed information on the terms of the offering, the company's financials and risk factors. The legal disclosures and risk factors outlined in these documents are essential for informed investment decisions.
The clear statement that this press release does not constitute an offer to sell securities is a standard disclaimer to ensure compliance with securities law and to mitigate the risk of potential legal disputes related to the offering process.
WILMINGTON, Mass., Feb. 21, 2024 (GLOBE NEWSWIRE) -- Symbotic Inc. (Nasdaq: SYM), a leader in A.I.-enabled robotics technology for the supply chain, today announced the pricing of its previously announced underwritten public offering (the “Offering”) of 10,000,000 shares of its Class A common stock by the Company and certain trusts for the benefit of, and entities controlled by, Richard Cohen, the Company’s founder, chairman and chief executive officer, or members of his family (the “Selling Securityholders”). In the offering, 5,000,000 shares of Class A common stock are being sold by the Company and 5,000,000 shares of Class A common stock are being sold by the Selling Securityholders, each at a public offering price of
Symbotic currently intends to use the net proceeds from the Offering for general corporate purposes. The Selling Securityholders will receive all the net proceeds from the sale of shares of Class A common stock sold by them in the Offering. The Offering is expected to close on February 26, 2024, subject to customary closing conditions.
Goldman Sachs & Co. LLC is acting as sole book-running manager of the Offering.
The Offering is being made only by means of a prospectus supplement and the accompanying prospectus, copies of which, when available, may be obtained from the offices of Goldman Sachs & Co. LLC, 200 West Street, New York, NY 10282, attention: Prospectus Department, by telephone at (866) 471-2526 or by email at prospectus-ny@ny.email.gs.com.
The shares of Symbotic’s Class A common stock will be issued pursuant to an effective shelf registration statement on Form S-3. Before investing in the Offering, interested parties should read the prospectus and related prospectus supplement for the Offering, the documents incorporated by reference therein and the other documents Symbotic has filed with the U.S. Securities and Exchange Commission (“SEC”). These documents may be obtained for free by visiting the SEC’s website at www.sec.gov.
This press release is for informational purposes only and shall not constitute an offer to sell or a solicitation of an offer to buy any of these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the applicable securities laws of such state or jurisdiction.
ABOUT SYMBOTIC
Symbotic is an automation technology leader reimagining the supply chain with its end-to-end, A.I.-powered robotic and software platform. Symbotic reinvents the warehouse as a strategic asset for the world’s largest retail, wholesale, and food & beverage companies. Applying next-generation technology, high-density storage and machine learning to solve today's complex distribution challenges, Symbotic enables companies to move goods with unmatched speed, agility, accuracy and efficiency. As the backbone of commerce Symbotic transforms the flow of goods and the economics of the supply chain for its customers.
FORWARD-LOOKING STATEMENTS
This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but are not limited to, our expectations or predictions of future financial or business performance or conditions. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Generally, statements that are not historical facts, including statements concerning our possible or assumed future actions, business strategies, events, or results of operations, are forward-looking statements. These statements may be preceded by, followed by or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “scheduled,” “anticipates,” or “intends” or similar expressions. Such forward-looking statements involve risks and uncertainties that may cause actual events, results or performance to differ materially from those indicated by such statements. Certain of these risks are identified and discussed in Symbotic’s filings with the SEC, including the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. These risk factors will be important to consider in determining future results and should be reviewed in their entirety. These forward-looking statements are expressed in good faith, and Symbotic believes there is a reasonable basis for them. However, there can be no assurance that the events, results or trends identified in these forward-looking statements will occur or be achieved. Forward-looking statements are provided for the purposes of assisting the reader in understanding Symbotic's financial performance, financial position and cash flows as of and for periods ended on certain dates and to present information about management’s current expectations and plans relating to the future, and the reader is cautioned not to place undue reliance on these forward-looking statements because of their inherent uncertainty and to appreciate the limited purposes for which they are being used by management. While Symbotic believes that the assumptions and expectations reflected in the forward-looking statements are reasonable based on information currently available to management, there is no assurance that such assumptions and expectations will prove to have been correct. Forward-looking statements speak only as of the date they are made, and Symbotic is under no obligation, and expressly disclaims any obligation, to update, alter or otherwise revise any forward- looking statement, whether as a result of new information, future events or otherwise, except as required by law. Readers should carefully review the statements set forth in the reports, which Symbotic has filed or will file from time to time with the SEC.
INVESTOR CONTACT
Jeff Evanson
Vice President, Investor Relations & Corporate Development
ir@symbotic.com
MEDIA CONTACT
Kimberly Zminkowski
Director, Marketing
mediainquiry@symbotic.com
FAQ
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