Issuer:
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Carbonite, Inc. | |
Shares offered by Carbonite, Inc.
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5,366,473 shares of common stock | |
Shares offered by the selling stockholders:
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883,527 shares of common stock | |
Over-allotment option:
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The Issuer has granted the underwriters the option to purchase up to 937,500 shares of common stock to cover over-allotments | |
Public offering price:
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$10.00 per share | |
Net proceeds to the Issuer:
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Approximately $47.2 million net of underwriting discounts and commissions and estimated offering expenses (approximately $55.9 million if the over-allotment option is exercised in full) | |
Trade date:
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August 10, 2011 | |
Closing date:
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August 16, 2011 | |
CUSIP No.:
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141337105 | |
Participation by certain stockholders:
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Entities affiliated with Menlo Ventures (“Menlo Ventures”) and entities affiliated with Crosslink Capital (“Crosslink Capital”) have been allocated the opportunity to purchase 800,000 and 1,200,000 shares, respectively, of common stock for investment purposes. Such purchases would be made at the public offering price. As of June 30, 2011, Menlo Ventures and Crosslink Capital beneficially owned 31.6% and 5.7%, respectively, of the Issuer’s shares of common stock prior to the offering (and would own 27.9% and 9.4%, respectively, after the closing of the offering if the respective maximum number of shares specified above are purchased). In addition, a member of the Issuer’s board of directors is a managing member of MV Management X, L.L.C., an affiliate of Menlo Ventures, and a member of the |
| Issuer’s board of directors is an affiliate of Crosslink Capital. | ||
Restrictions on sale of securities:
|
The holders of approximately 97.1% of the Issuer’s outstanding shares of common stock (on the basis of shares outstanding prior to the offering) have executed lock-up agreements under which they have agreed, subject to certain exceptions, not to sell, transfer, or dispose of, directly or indirectly, any shares of the Issuer’s common stock or any securities into or exercisable or exchangeable for shares of the Issuer’s common stock without the prior written consent of Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities LLC for a period of 180 days after the date of this communication (subject to possible extension under certain circumstances). The restrictions in the lock-up agreements will not apply to up to 3,000,000 shares purchased in the offering by certain existing stockholders, who are otherwise subject to such restrictions. However, certain of these stockholders may be deemed to be affiliates of the Issuer and subject to Section 16 of the Securities Exchange Act of 1934, as amended, and other securities laws, which may limit their ability or interest in selling or otherwise transferring such shares following the offering. | |
Joint Book-Running Managers:
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Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC |
|
Co-Managers:
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William Blair & Company, L.L.C. Canaccord Genuity Inc. Oppenheimer & Co. Inc. Pacific Crest Securities Inc. |
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