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As Of Filer Filing For·On·As Docs:Size Issuer Agent 9/26/18 Arvinas Holding Company, LLC S-1MEF 9/26/18 3:70K Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: S-1MEF Registration of Additional Securities HTML 25K 2: EX-5.1 Opinion re: Legality HTML 10K 3: EX-23.1 Consent of Experts or Counsel HTML 5K
S-1MEF |
As filed with the Securities and Exchange Commission on September 26, 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
ARVINAS, INC.
(Exact Name of Registrant as Specified in its Charter)
(State or other jurisdiction of |
(Primary Standard Industrial |
47-2566120 (I.R.S. Employer |
5 Science Park
395 Winchester Ave.
(203) 535-1456
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Chief Executive Officer
Arvinas, Inc.
5 Science Park
395 Winchester Ave.
(203) 535-1456
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to: | ||
Steven D. Singer Brian A. Johnson Wilmer Cutler Pickering Hale and Dorr LLP 7 World Trade Center 250 Greenwich Street Telephone: (212) 230-8800 Fax: (212) 230-8888 |
Robert E. Puopolo Seo Salimi Goodwin Procter LLP 100 Northern Avenue Telephone: (617) 570-1000 Fax: (617) 523-1231 |
Approximate date of commencement of proposed sale to the public: As soon as practicable after this Registration Statement becomes effective.
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 Rule 462(b) 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. ☒ 333-227112
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 ☐ | |||
(Do not check if a 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) |
Proposed maximum offering price per share (2) |
Proposed maximum aggregate offering price (2) |
Amount of registration fee | ||||
Common Stock, $0.001 par value per share |
958,333 | $16.00 | $15,333,328.00 | $1,909.00 |
(1) Includes 125,000 shares of common stock the underwriters have the option to purchase.
(2) Estimated in accordance with Rule 457(a) of the Securities Act of 1933 solely on the basis of $16.00, the initial public offering price as set forth on the cover page of the Registrant’s final Prospectus relating to its initial public offering pursuant to the Registrant’s Registration Statement on Form S-1 (File No. 333-227112).
EXPLANATORY NOTE AND INCORPORATION BY REFERENCE
This registration statement is being filed with respect to the registration of additional shares of common stock, par value $0.001 per share, of Arvinas, Inc., a Delaware corporation, pursuant to Rule 462(b) under the Securities Act of 1933, as amended. The contents of the earlier registration statement on Form S-1 (File No. 333-227112), which was declared effective by the Commission on September 26, 2018, including the exhibits thereto, are incorporated in this registration statement by reference.
The required opinions and consents are listed on an Exhibit Index attached hereto and filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New Haven, State of Connecticut, on this 26th day of September, 2018.
ARVINAS, INC. | ||
By: | /s/ John Houston, Ph.D. | |
Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
Signature |
Title |
Date | ||
President, Chief Executive Officer and Director (principal executive officer) |
September 26, 2018 | |||
/s/ Sean Cassidy |
Chief Financial
Officer |
September 26, 2018 | ||
* Timothy Shannon, M.D. |
Chairman of the Board of Directors |
September 26, 2018 | ||
* Edward Kennedy, Jr. |
Director |
September 26, 2018 | ||
* Jakob Loven, Ph.D. |
Director |
September 26, 2018 | ||
* Bradley Margus |
Director |
September 26, 2018 | ||
* Briggs Morrison, M.D. |
Director |
September 26, 2018 | ||
* Kush Parmar, M.D., Ph.D. |
Director |
September 26, 2018 | ||
* Liam Ratcliffe, M.D., Ph.D. |
Director |
September 26, 2018 |
By: | /s/ John Houston, Ph.D. | |
Attorney-in-fact |
This ‘S-1MEF’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on / Effective on: | 9/26/18 | 3, CERT | ||
List all Filings |