0000950103-23-000773.txt : 20230120
0000950103-23-000773.hdr.sgml : 20230120
20230120093419
ACCESSION NUMBER: 0000950103-23-000773
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230119
FILED AS OF DATE: 20230120
DATE AS OF CHANGE: 20230120
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Koito Manufacturing Co., Ltd.
CENTRAL INDEX KEY: 0001890849
STATE OF INCORPORATION: M0
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39959
FILM NUMBER: 23539084
BUSINESS ADDRESS:
STREET 1: 4-8-3, TAKANAWA, MINATO-KU
CITY: TOKYO
STATE: M0
ZIP: 1088711
BUSINESS PHONE: 81334475142
MAIL ADDRESS:
STREET 1: 4-8-3, TAKANAWA, MINATO-KU
CITY: TOKYO
STATE: M0
ZIP: 1088711
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Cepton, Inc.
CENTRAL INDEX KEY: 0001498233
STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714]
IRS NUMBER: 272447291
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 399 WEST TRIMBLE ROAD
CITY: SAN JOSE
STATE: CA
ZIP: 95131
BUSINESS PHONE: 408-459-7579
MAIL ADDRESS:
STREET 1: 399 WEST TRIMBLE ROAD
CITY: SAN JOSE
STATE: CA
ZIP: 95131
FORMER COMPANY:
FORMER CONFORMED NAME: Growth Capital Acquisition Corp.
DATE OF NAME CHANGE: 20210910
FORMER COMPANY:
FORMER CONFORMED NAME: PinstripesNYS, Inc.
DATE OF NAME CHANGE: 20210910
FORMER COMPANY:
FORMER CONFORMED NAME: Growth Capital Acquisition Corp.
DATE OF NAME CHANGE: 20200225
4
1
dp186661_4-koito.xml
X0306
4
2023-01-19
0
0001498233
Cepton, Inc.
CPTN
0001890849
Koito Manufacturing Co., Ltd.
4-8-3, TAKANAWA, MINATO-KU
TOKYO
M0
108-8711
JAPAN
0
0
1
0
Series A Convertible Preferred Stock
2.585
2023-01-19
4
P
0
100000
1000
A
2024-01-19
Common Stock
38684720
100000
D
Pursuant to the completion of the transactions contemplated by that certain Investment Agreement, dated as of October 27, 2022, by and between the Issuer and the Reporting Person, the Issuer issued and sold to the Reporting Person 100,000 shares of Series A Convertible Preferred Stock, par value $0.00001 per share (the "Series A Preferred Stock"), of the Issuer, convertible for common stock, par value $0.00001 per share (the "Common Stock"), of the Issuer, for a purchase price of $1,000 per share of Series A Preferred Stock, for an aggregate purchase price of $100,000,000.
Due to a 1000 character limit, Footnote 2 is a continuation of Footnote 1: Subject to certain anti-dilution adjustments, including with respect to certain issuances with an effective price below the then current Conversion Price (as defined in the Certificate of Designations for the Series A Preferred Stock), and customary provisions related to partial dividend periods, the Series A Preferred Stock is convertible at the option of the holders thereof at any time following January 19, 2024 into a number of shares of Common Stock equal to the Conversion Rate (as defined in the Certificate of Designations for the Series A Preferred Stock), which initially is approximately 386.8472:1 based on the initial Conversion Price of $2.585; provided that each converting holder will receive cash in lieu of fractional shares (if any).
The Series A Preferred Stock is perpetual and therefore has no expiration date.
KOITO MANUFACTURING CO., LTD. /s/ Hideharu Konagaya Senior Managing Director
2023-01-20