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EX-23.2 - EX-23.2 - SI-BONE, Inc.d638819dex232.htm
EX-5.1 - EX-5.1 - SI-BONE, Inc.d638819dex51.htm

As filed with the U.S. Securities and Exchange Commission on October 16, 2018

Registration No. 333-

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form S-1

REGISTRATION STATEMENT

Under

THE SECURITIES ACT OF 1933

 

 

SI-BONE, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   3841   26-2216351

(State or Other Jurisdiction of

Incorporation or Organization)

 

(Primary Standard Industrial

Classification Code Number)

 

(I.R.S. Employer

Identification Number)

 

 

SI-BONE, Inc.

471 El Camino Real, Suite 101

Santa Clara, California 95050

(408) 207-0700

(Address, including zip code and telephone number, including area code, of registrant’s principal executive offices)

 

 

Laura A. Francis

Chief Financial Officer

SI-BONE, Inc.

471 El Camino Real, Suite 101

Santa Clara, California 95050

(408) 207-0700

(Name, address, including zip code and telephone number, including area code, of agent for service)

 

 

 

Copies to:

Matthew B. Hemington

John T. McKenna

Cooley LLP

3175 Hanover Street

Palo Alto, California 94304

(650) 843-5000

 

Michael A. Pisetsky

General Counsel

SI-BONE, Inc.

471 El Camino Real, Suite 101

Santa Clara, California 95050

(408) 207-0700

 

Michael Benjamin

Peter J. Sluka

Latham & Watkins LLP

885 Third Avenue

New York, New York 10022

(212) 906-1200

 

Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box.  ☐

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ☑ (File No. 333-227445)

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer  ☐   Accelerated filer  ☐   Non-accelerated filer  ☑   Smaller reporting company  ☐

Emerging growth company  ☑

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

 

 

CALCULATION OF REGISTRATION FEE

 

 

Title of Each Class of Securities to be Registered  

Amount to be

Registered(1)(2)

 

Proposed Maximum
Offering Price

Per Share(3)

  Proposed Maximum
Aggregate Offering
Price(1)(3)
 

Amount of

Registration Fee(4)

Common Stock, par value $0.0001 per share

 

1,380,000

  $15.00   $20,700,000   $2,509

 

 

 

(1)

Includes 180,000 shares that the underwriters have the option to purchase.

(2)

The Registrant is registering 1,380,000 shares pursuant to this Registration Statement, which shares are in addition to the 6,900,000 shares registered pursuant to the Registration Statement on Form S-1 (File No. 333-227445).

(3)

Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(a) of the Securities Act of 1933, as amended.

(4)

The registration fee is based upon the public offering price.

 

 

This Registration Statement shall become effective upon filing in accordance with Rule 462(b) under the Securities Act of 1933, as amended.

 

 

 


EXPLANATORY NOTE AND INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

Pursuant to Rule 462(b) under the Securities Act of 1933, as amended, SI-BONE, Inc. (the “Registrant”) is filing this Registration Statement on Form S-1 (this “Registration Statement”) with the Securities and Exchange Commission (the “Commission”). This Registration Statement relates to the public offering of securities contemplated by the Registration Statement on Form S-1, as amended (File No. 333-227445) (the “Prior Registration Statement”), which the Registrant originally filed with the Commission on September 20, 2018, and which the Commission declared effective on October 16, 2018.

The Registrant is filing this Registration Statement for the sole purpose of increasing the aggregate number of shares of common stock offered by the Registrant by 1,380,000 shares, 180,000 of which may be sold by the Registrant in the event the underwriters exercise their option to purchase additional shares of the Registrant’s common stock. The additional shares that are being registered for issuance and sale are in an amount and at a price that together represent no more than 20% of the maximum aggregate offering price set forth in the Calculation of Registration Fee table contained in the Prior Registration Statement. The information set forth in the Prior Registration Statement and all exhibits to the Prior Registration Statement are hereby incorporated by reference into this Registration Statement.

The required opinion and consents are listed on the Exhibit Index below and filed herewith.



SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Santa Clara, State of California, on the 16th day of October, 2018.

 

SI-BONE, INC.
By:  

/s/    Jeffrey W. Dunn        

 

Jeffrey W. Dunn

President and Chief Executive Officer

POWER OF ATTORNEY

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

Name

  

Title

 

Date

/s/    Jeffrey W. Dunn        

Jeffrey W. Dunn

   President, Chief Executive Officer (Principal Executive Officer), and Chairman   October 16, 2018

/s/    Laura A. Francis        

Laura A. Francis

   Chief Financial Officer (Principal Financial and Accounting Officer)   October 16, 2018

*

David P. Bonita, M.D.

   Director   October 16, 2018

*

Timothy E. Davis, Jr.

   Director   October 16, 2018

*

John G. Freund, M.D.

   Director   October 16, 2018

*

Gregory K. Hinckley

   Director   October 16, 2018

*

Karen A. Licitra

   Director   October 16, 2018

*

Mark A. Reiley, M.D.

   Director   October 16, 2018

*

Timothy B. Petersen

   Director   October 16, 2018

*

Keith C. Valentine

   Director   October 16, 2018

 

 

*By:   /s/ Jeffrey W. Dunn
  Jeffrey W. Dunn
  Attorney-in-Fact