SEC Filings

424B5
AVEXIS, INC. filed this Form 424B5 on 01/18/2018
Entire Document
 

Table of Contents


DILUTION

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

          As of September 30, 2017, we had a historical net tangible book value of $404.1 million, or $12.64 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, 2017.

          After giving effect to the sale of 3,921,600 shares of common stock in this offering at the public offering price of $102.00 per share, and after deducting the underwriting discounts and commissions and estimated offering expenses payable by us, our as adjusted net tangible book value as of September 30, 2017 would have been approximately $779.6 million, or approximately $21.72 per share. This amount represents an immediate increase in net tangible book value of $9.08 per share to our existing stockholders and immediate dilution of approximately $80.28 per share to new investors in this offering. We determine dilution by subtracting the 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:

Public offering price per share

        $ 102.00  

Net tangible book value per share as of September 30, 2017, before giving effect to this offering

  $ 12.64        

Increase in as adjusted net tangible book value per share attributable to investors purchasing our common stock in this offering

    9.08        

As adjusted net tangible book value per share, after giving effect to this offering

          21.72  

Dilution per share to investors purchasing our common stock in this offering

        $ 80.28  

          The information above assumes that the underwriters do not exercise their option to purchase additional shares. If the underwriters exercise in full their option to purchase 588,240 additional shares of our common stock at the public offering price of $102.00 per share, less underwriting discounts and commissions, our net tangible book value on September 30, 2017, after giving effect to this offering, would have been approximately $836.0 million, or approximately $22.91 per share, representing an immediate dilution of $79.09 per share to new investors purchasing shares of common stock in this offering.

          The number of shares of our common stock to be outstanding immediately following this offering as shown above is based on 31,972,377 shares of our common stock outstanding as of September 30, 2017 and excludes:

    3,310,475 shares of common stock issuable upon exercise of outstanding stock options as of September 30, 2017, at a weighted-average exercise price of $38.04 per share;

    87,266 shares of common stock issuable upon the settlement of outstanding restricted stock units as of September 30, 2017;

    305,775 shares of common stock issuable upon the exercise of outstanding warrants as of September 30, 2017, at a weighted-average exercise price of $2.57 per share;

    105,237 shares issued for non-cash consideration after September 30, 2017 in a transaction not registered under the Securities Act; and

S-17



© AveXis, Inc. All Rights Reserved.