SEC Filings

S-1/A
AVEXIS, INC. filed this Form S-1/A on 02/09/2016
Entire Document
 

Table of Contents


DILUTION

          If you invest in our common stock in this offering, your ownership interest will be immediately diluted to the extent of the difference between the initial public offering price per share and the pro forma as adjusted net tangible book value per share of our common stock after this offering.

          As of September 30, 2015, we had a historical net tangible book value of $63.8 million, or $8.86 per share of common stock. Our historical net tangible book value per share represents total tangible assets less total liabilities, divided by the number of shares of our common stock outstanding as of September 30, 2015.

          Our pro forma net tangible book value as of September 30, 2015 was $63.8 million, or $4.01 per share of our common stock. Pro forma net tangible book value per share represents total tangible assets less total liabilities, divided by the number of shares of our common stock outstanding as of September 30, 2015, after giving effect to the automatic conversion of all outstanding shares of our preferred stock into common stock upon the closing of this offering.

          After giving further effect to the sale of 4,250,000 shares of common stock in this offering at 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, and after deducting the estimated underwriting discounts and commissions and estimated offering expenses payable by us, our pro forma as adjusted net tangible book value as of September 30, 2015 would have been approximately $140.4 million, or approximately $6.97 per share. This amount represents an immediate increase in pro forma net tangible book value of $2.96 per share to our existing stockholders and immediate dilution of approximately $13.03 per share to new investors in this offering. We determine dilution by subtracting the pro forma as adjusted net tangible book value per share after this offering from the amount of cash that a new investor paid for a share of common stock.

          The following table illustrates this dilution:

Assumed initial public offering price per share

        $ 20.00  

Historical net tangible book value per share as of September 30, 2015

  $ 8.86        

Decrease per share attributable to the conversion of our preferred stock

    (4.85 )      

Pro forma net tangible book value per share as of September 30, 2015

    4.01        

Increase per share attributable to this offering

    2.96        

Pro forma as adjusted net tangible book value per share after this offering

        $ 6.97  

Dilution per share to new investors in this offering

        $ 13.03  

          Each $1.00 increase or decrease in the assumed initial public offering price of $20.00 per share would increase or decrease our pro forma as adjusted net tangible book value by $4.0 million, our pro forma as adjusted net tangible book value per share after this offering by $0.19 and dilution per share to new investors purchasing shares in this offering by $0.81, assuming that the number of shares offered by us, as set forth on the cover page of this prospectus, remains the same and after deducting the estimated underwriting discounts and commissions.

          An increase of 1.0 million in the number of shares we are offering would increase the pro forma as adjusted net tangible book value per share after this offering by $0.55 and decrease the dilution per share to new investors participating in this offering by $0.55, assuming no change in the assumed initial public offering price per share and after deducting the estimated underwriting

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