Attached files
file | filename |
---|---|
EX-10.4.1 - EX-10.4.1 - SkyWater Technology, Inc | d112860dex1041.htm |
EX-5.1 - EX-5.1 - SkyWater Technology, Inc | d112860dex51.htm |
As filed with the Securities and Exchange Commission on April 15, 2021
Registration No. 333-254580
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 2
to
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
SkyWater Technology, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 3674 | 37-1839853 | ||
(State or other jurisdiction of incorporation or organization) |
(Primary Standard Industrial Classification Code Number) |
(I.R.S. Employer Identification Number) |
2401 East 86th Street
Bloomington, Minnesota 55425
(952) 851-5200
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
Thomas Sonderman
President and Chief Executive Officer
SkyWater Technology, Inc.
2401 East 86th Street
Bloomington, Minnesota 55425
(952) 851-5200
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Kevin K. Greenslade William J. Curtin Hogan Lovells US LLP 555 Thirteenth Street, N.W. Washington, D.C. 20004 (703) 610-6189 |
Steve Manko Chief Financial Officer SkyWater Technology, Inc. 2401 East 86th Street Bloomington, Minnesota 55425 (952) 876-8504 |
Heidi E. Mayon Julia R. White Goodwin Procter LLP 601 Marshall Street Redwood City, California 94063 (650) 752-3100 |
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. ☐
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, 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.
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. ☐
The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until the registration statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.
EXPLANATORY NOTE
This Amendment No. 2 is being filed for the purpose of filing Exhibits 5.1, 10.4.1 and 23.2 to the Registration Statement (Registration No. 333-254580). No changes or additions are being made hereby to the prospectus constituting Part I of the Registration Statement or to Item 13, 14, 15, 16(b) or 17 of Part II of the Registration Statement. Accordingly, such prospectus and Items 13, 14, 15, 16(b) and 17 of Part II have not been included in this Amendment No. 2.
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 16. Exhibits and Financial Statement Schedules
(a) Exhibits
* | Previously filed. |
+ | Indicates a management contract or any compensatory plan, contract or arrangement. |
| Certain identified portions of this exhibit have been omitted in accordance with Item 601(b)(10)(iv) of Regulation S-K. |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this amendment to registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Bloomington, State of Minnesota, on April 15, 2021.
SKYWATER TECHNOLOGY, INC. | ||
By: | /s/ Thomas Sonderman | |
Name: | Thomas Sonderman | |
Title: | President and Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, this registration statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated:
SIGNATURE | TITLE | DATE | ||
/s/ Thomas Sonderman Thomas Sonderman |
President and Chief Executive Officer and Director (Principal Executive Officer) |
April 15, 2021 | ||
/s/ Steve Manko Steve Manko |
Chief Financial Officer (Principal Financial Officer) |
April 15, 2021 | ||
/s/ Khoua Yang Khoua Yang |
Vice President of Finance (Principal Accounting Officer) |
April 15, 2021 | ||
* Wendi B. Carpenter |
Director | April 15, 2021 | ||
* John T. Kurtzweil |
Director | April 15, 2021 | ||
* Thomas R. Lujan |
Director | April 15, 2021 | ||
* Gary J. Obermiller |
Director | April 15, 2021 | ||
* Loren A. Unterseher |
Director | April 15, 2021 |
*By: | /s/ Steve Manko | |
Steve Manko Attorney-in-Fact |