Item 1.01. Entry into a Material Definitive Agreement.
On
The net proceeds to the Company from the Offering, excluding any exercise by the
Underwriter of its 30-day option to purchase any of the Option Shares, are
expected to be approximately
The Offering is being made pursuant to a Registration Statement on Form S-3 (No.
333-239156), which was initially filed by the Company with the
The Underwriting Agreement contains customary representations, warranties and covenants by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriter, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. The representations, warranties, and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties. The foregoing summary of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.1 and incorporated herein by reference.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits. Exhibit Number Description 1.1 Underwriting Agreement 5.1 Opinion ofCooley LLP 23.1 Consent ofCooley LLP (included in Exhibit 5.1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
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