XML 29 R19.htm IDEA: XBRL DOCUMENT v3.10.0.1
Subsequent Events
9 Months Ended
Sep. 29, 2018
Subsequent Events  
Subsequent Events

Note 12—Subsequent Events

On October 12, 2018, the Board of Directors approved a 0.397‑for‑1 reverse stock split, that occurred prior to the completion of our IPO. All share and per share data have been retroactively adjusted to give effect to the reverse stock split (see Note 1).

On October 12, 2018, the Board of Directors approved an increase in our authorized capital stock of 200.0 million shares of common stock and 30.0 million shares of preferred stock, which occurred prior to the completion of our IPO. No shares were issued in connection with the increase in authorized capital stock.

On October 24, 2018, the Company completed the IPO of its common stock (see Note 1).

In October 2018, the Board adopted the 2018 Equity Incentive Plan (the "2018 Plan") and ceased granting awards under the 2012 Plan. The 2018 Plan became effective in connection with the IPO. The Company reserved 4,764,000 shares of its common stock for issuance under the 2018 Plan. Any remaining shares available for issuance under the 2012 Plan as of our IPO effectiveness date are not available for future issuance. However, shares subject to stock awards granted under the 2012 Plan (i) that expire or terminate without being exercised, (ii) that are forfeited under an award, or (iii) that are transferred, surrendered, or relinquished upon the payment of any exercise price by the transfer to us of our common stock or upon satisfaction of any withholding amount, return to the 2018 Plan share reserve for future grant.

On October 24, 2018, in connection with the IPO, the Company granted 761,031 time-based stock options at an exercise price of $18.00 per share to senior executives. The stock options vest in substantially equal installments on the anniversary of the grant date over a four-year period through October 2022 and expire 10 years from the date of grant.

In addition, two non-employee directors serving on the Board of Directors were granted 16,693 RSUs, per their compensation agreement, with the award granted on the effective date of our IPO, or October 24, 2018. These non-employee directors elected to defer 13,388 of the RSUs in the form of deferred stock units (“DSUs”). The RSU awards will vest in full in one installment on the earlier to occur of (i) the first anniversary of the pricing of the IPO or (ii) immediately prior to our first annual meeting of our stockholders at which directors are elected, subject to the director’s continued service through the applicable vesting date. The DSU awards will vest in full in one installment on the same basis as a non-employee director’s RSUs will vest and will be settled in shares of our common stock on the earlier to occur of (i) the first anniversary of the pricing of the IPO or (ii) immediately prior to our first annual meeting of our stockholders at which directors are elected. However, the DSUs will be subject to accelerated vesting if either of the following occur (i) death or disability or (ii) a change in control. During the period of deferral, non-employee directors will accrue dividend equivalents on their deferred stock units as, if and when dividends are paid on shares of our common stock. The definitive terms regarding any deferred stock units will be set forth in the DSU award agreement and the accompanying deferral election form completed by the applicable director.

On November 28, 2018, the underwriters exercised, in part, their option to purchase an additional 918,830 shares of common stock at the public offering price of $18.00 per share, less the underwriting discount, from selling stockholders. The Company did not receive any proceeds from the sale of shares by selling stockholders.

On November 29, 2018, we made voluntary principal payments on our term loan A and term loan B in the amount of $2.4 million and $47.6 million, respectively, using the net proceeds from our IPO and additional cash on hand. After the voluntary debt payments, we had outstanding borrowings of $342.5 million and $0 under our term loan A and term loan B, respectively.