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SEC Filings

S-1
VITAE PHARMACEUTICALS, INC filed this Form S-1 on 08/12/2014
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DILUTION

        If you invest in our common stock in this offering, you will experience dilution to the extent of the difference between the initial public offering price per share of our common stock and the pro forma as adjusted net tangible book value per share of our common stock immediately after this offering.

        Historical net tangible book value per share is determined by subtracting our total liabilities and convertible preferred stock from our total tangible assets, and dividing the result by the number of shares of common stock outstanding. Our historical net tangible book deficit as of June 30, 2014, was $116.8 million, or $8.27 per share of common stock. On a pro forma basis, after giving effect to the automatic preferred stock conversion, our pro forma net tangible book value as of June 30, 2014, would have been $9.1 million, or $0.04 per share.

        After giving further effect to the issuance and sale of                shares of our common stock by us and the receipt of the estimated net proceeds from such sale, assuming an initial public offering price of $            per share, the midpoint of the price range set forth on the cover page of this prospectus, and after deducting the estimated underwriting discounts and commissions and estimated expenses payable by us, our pro forma as adjusted net tangible book deficit as of June 30, 2014 would have been $             million, or $            per share. This represents an immediate increase in pro forma net tangible book value of $            per share to existing stockholders and an immediate dilution of $            per share to purchasers of common stock in this offering, as illustrated in the following table:

Assumed initial public offering price per share

        $           

Historical net tangible book deficit per share as of June 30, 2014

  $ (116.8 )      

Pro forma net tangible book deficit per share as of June 30, 2014

    (0.04 )      

Decrease in pro forma net tangible book deficit per share attributable to new investors

             
             

Pro forma as adjusted net tangible book deficit per share after this offering

             
             

Pro forma dilution per share to investors participating in this offering

        $           
             
             

        If the underwriters' over-allotment option to purchase additional shares is exercised in full, the pro forma as adjusted net tangible book value per share after this offering would be $            per share, the increase in pro forma as adjusted net tangible book value per share to existing stockholders would be $            per share and the dilution to new investors purchasing shares in this offering would be $             per share.

        The following table presents, on a pro forma as adjusted basis as of June 30, 2014, the differences between existing stockholders and purchasers of shares in this offering with respect to the number of shares purchased from us, the total consideration paid or to be paid and the average price paid per share, assuming, with respect to the purchasers of shares in this offering, an initial public offering price of $            per share, the midpoint of the price range on the cover of this prospectus and before deducting estimated underwriting discounts and commissions and estimated expenses payable by us:

 
  Shares Purchased   Total Consideration    
 
 
  Average
Price per
Share
 
 
  Number   Percent   Amount   Percent  

Existing stockholders before this offering

                 % $                   % $         

Investors participating in this offering

                               
                         

Total

          100 % $            100 %      
                         
                         

50