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SEC Filings

S-1/A
PROTEON THERAPEUTICS INC filed this Form S-1/A on 10/07/2014
Entire Document
 

Table of Contents

 


THE OFFERING

Common stock we are offering

  4,700,000 shares

Common stock outstanding after giving effect to this offering

 

14,045,374 shares

Option to purchase additional shares

 

The underwriters have a 30-day option to purchase a total of 705,000 additional shares of common stock.

Use of proceeds

 

We estimate that our net proceeds from this offering will be approximately $54.2 million, or approximately $62.7 million if the underwriters exercise their option to purchase additional shares in full, at an assumed initial public offering price of $13.00 per share, which is the midpoint of the price range set forth on the cover page of this prospectus, after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us. We expect to use the net proceeds of this offering to accelerate the commencement of our second Phase 3 clinical trial of PRT-201, to accelerate our chemistry and manufacturing controls activities, to fund additional research and development activities and for other general corporate purposes. See "Use of Proceeds."

Risk factors

 

See "Risk Factors" beginning on page 12 and the other information included in this prospectus for a discussion of factors you should carefully consider before deciding to invest in our common stock.

Proposed NASDAQ Global Market Symbol

 

"PRTO"



        Certain of our existing stockholders and their affiliated entities, including holders of more than 5% of our common stock, have indicated an interest in purchasing an aggregate of approximately $30.4 million in shares of our common stock in this offering at the initial public offering price. Assuming an initial public offering price of $13.00 per share, which is the midpoint of the price range set forth on the cover page of this prospectus, these entities would purchase an aggregate of up to approximately 2,341,215 of the 4,700,000 shares in this offering based on these indications of interest. However, because indications of interest are not binding agreements or commitments to purchase, the underwriters could determine to sell more, less or no shares to any of these existing stockholders and any of these existing stockholders could determine to purchase, more, less or no shares in this offering.

        In this prospectus, unless otherwise indicated, the number of shares of common stock outstanding and the other information based thereon is based on 9,345,374 shares of common stock outstanding as of September 30, 2014 and does not reflect:

    1,133,052 shares of common stock issuable upon exercise of stock options outstanding as of September 30, 2014 at a weighted-average exercise price of $3.45 per share;
    659,806 shares of our common stock issuable upon exercise of warrants with a weighted-average exercise price of $4.60 per share that we expect to be exercised prior to the closing of this offering;
    1,156 shares of common stock reserved for issuance pursuant to future equity awards under our 2006 Equity Incentive Plan;
    704,000 shares of common stock reserved for future issuance under our 2014 Equity Incentive Plan, which will become effective immediately prior to effectiveness of this offering; and

 

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