Table of Contents
because indications of interest are not binding agreements or commitments to purchase, the underwriters may determine to sell more, less or no shares in this offering to any of these
entities, or any of these entities may determine to purchase more, less or no shares in this offering.
If you purchase shares of common stock in this offering, you will suffer immediate dilution of your
The initial public offering price of our common stock will be substantially higher than the net tangible book value per share of our
common stock. Therefore, if you purchase shares of our common stock in this offering, you will pay a price per share that substantially exceeds our net tangible book value per share after this
offering. To the extent outstanding options are exercised, you will incur further dilution. Based on an assumed initial public offering price of $20.00 per share, which is the midpoint of the price
range set forth on the cover page of this prospectus, you will experience immediate dilution of $13.03 per share, representing the difference between our pro forma net tangible book value per share
after giving effect to this offering at the assumed initial public offering price. In addition, purchasers of common stock in this offering will have contributed approximately 51.4% of the aggregate
price paid by all purchasers of our stock but will own only approximately 19.4% of our common stock outstanding after this offering. See "Dilution."
If securities analysts do not publish research or reports about our business or if they publish
negative evaluations of our stock, the price of our stock could decline.
The trading market for our common stock will rely, in part, on the research and reports that industry or financial analysts publish
about us or our business. We do not currently have, and may never obtain, research coverage by industry or financial analysts. If no, or few, analysts commence coverage of us, the trading price of our
stock would likely decrease. Even if we do obtain analyst coverage, if one or more of the analysts covering our business downgrade their evaluations of our stock, the price of our stock could decline.
If one or more of these analysts cease to cover our stock, we could lose visibility in the market for our stock, which in turn could cause our stock price to decline.
The price of our common stock may be volatile and fluctuate substantially, which could result in
substantial losses for purchasers of our common stock in this offering.
Our stock price is likely to be volatile. The stock market in general and the market for biopharmaceutical or pharmaceutical companies
in particular, has experienced extreme volatility that has often been unrelated to the operating performance of particular companies. As a result of this volatility, you may not be able to sell your
common stock at or above the initial public offering price. The market price for our common stock may be influenced by many factors, including:
- results of clinical trials of our product candidate or those of our competitors;
- the success of competitive products or technologies;
- commencement or termination of collaborations;
- regulatory or legal developments in the United States and other countries;
- developments or disputes concerning patent applications, issued patents or other proprietary rights;
- the recruitment or departure of key personnel;
- the level of expenses related to any of our product candidate or clinical development programs;
- the results of our efforts to discover, develop, acquire or in-license additional product candidates;