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SEC Filings

424B5
PROTAGONIST THERAPEUTICS, INC filed this Form 424B5 on 08/07/2018
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Table of Contents

DILUTION

        Our net tangible book value as of March 31, 2018 was approximately $114.6 million, or $5.42 per share. Net tangible book value per share is determined by dividing our total tangible assets, less total liabilities, by the number of shares of our common stock outstanding as of March 31, 2018. Dilution with respect to net tangible book value per share represents the difference between the amount per share paid by purchasers of shares of common stock in this offering and the net tangible book value per share of our common stock immediately after this offering.

        After giving effect to the assumed issuance and sale of shares of our common stock in this offering at an offering price of $8.00 per share, and after deducting estimated offering expenses payable by us, our as adjusted net tangible book value as of March 31, 2018 would have been approximately $136.4 million, or $5.70 per share. This represents an immediate increase in net tangible book value of $0.29 per share to existing stockholders and immediate dilution of $2.30 per share to investors purchasing our common stock in this offering at the public offering price. The following table illustrates this dilution on a per share basis:

Offering Price per share

        $ 8.00  

Net tangible book value per share of as March 31, 2018

  $ 5.42        

Increase in net tangible book value per share attributable to this offering

  $ 0.29        

As adjusted net tangible book value per share as of March 31, 2018, after giving effect to this offering

        $ 5.70  

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

        $ 2.30  

        The number of shares of our common stock to be outstanding after this offering is based on 21,163,590 shares of our common stock outstanding as of March 31, 2018 and excludes:

    2,984,522 shares of common stock issuable upon the exercise of stock options outstanding as of March 31, 2018, having weighted average exercise price of $12.67 per share;

    an aggregate of 664,068 shares of common stock, subject to increase on an annual basis, reserved for future issuance under our 2016 Equity Incentive Plan as of March 31, 2018;

    113,625 shares issuable upon vesting of outstanding restricted stock units, or RSUs; and

    454,660 shares of our common stock, subject to increase on an annual basis, reserved for future issuance under our 2016 Employee Stock Purchase Plan, as of March 31, 2018.

        To the extent that options outstanding as of March 31, 2018 have been or may be exercised or other shares issued, investors purchasing our common stock in this offering may experience further dilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

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