Lemonade Announces Filing of Form S-3 Shelf Registration Statement
2023年11月10日 - 6:35AM
ビジネスワイヤ(英語)
Lemonade, Inc. (NYSE: LMND) today announced that it has filed a
shelf registration statement on Form S-3 (the “Shelf Registration”)
with the Securities and Exchange Commission (the “SEC”).
This filing registers our common stock beneficially owned by
selling stockholders, including SoftBank Group Capital Ltd. (the
“Stockholder”) pursuant to registration rights agreed to in the
amended and restated investors rights agreement among the Company,
the Stockholders and other parties thereto, effective October 14,
2022. The Company has not been advised as of the date of this
release that the Stockholder has any specific plans to sell its
shares, and any offering may be made only by means of the
prospectus included in the Shelf Registration, as supplemented by
one or more related prospectus supplements with respect to the
offering.
The Shelf Registration would also permit the Company to offer
and sell its common stock, preferred stock, debt securities,
warrants, purchase contracts and units, from time to time, subject
to market conditions and the Company’s capital needs. The Company
has no immediate plans to offer or sell any securities under this
Shelf Registration to the public. However, the Company felt it was
prudent to include this optionality as a matter of standard
corporate governance to respond to future financing and business
opportunities.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of
these securities in any state in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state. Any offering may be made
only by means of the prospectus included in the registration
statement and one or more related prospectus supplements that may
be used with respect to such offering.
About Lemonade
Lemonade offers renters, homeowners, car, pet, and life
insurance. Powered by artificial intelligence and social impact,
Lemonade’s full stack insurance carriers in the US and the EU
replace brokers and bureaucracy with bots and machine learning,
aiming for zero paperwork and instant everything. A Certified
B-Corp, Lemonade gives unused premiums to nonprofits selected by
its community, during its annual Giveback. Lemonade is currently
available in the United States, Germany, the Netherlands, France,
and the UK, and continues to expand globally.
FORWARD LOOKING STATEMENTS
Cautionary Note Regarding Forward-Looking Statements
This Press Release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. All statements other than statements of historical fact
contained in this Press Release are forward-looking statements.
These statements are neither promises nor guarantees, but
involve known and unknown risks, uncertainties and other important
factors that may cause our actual results, performance or
achievements to be materially different from any future results,
performance or achievements expressed or implied by the
forward-looking statements, including, but not limited to, the
following: statements regarding plans and expectations with respect
to the registration statement on Form S-3; any potential future
offering or capital raises; our history of losses and the fact that
we may not achieve or maintain profitability in the future; our
ability to retain and expand our customer base; the risk that the
“Lemonade” brand may not become as widely known as incumbents’
brands or the brand may become tarnished; the denial of claims or
our failure to accurately and timely pay claims; our ability to
attain greater value from each user; the novelty of our business
model and its unpredictable efficacy and susceptibility to
unintended consequences; the possibility that we could be forced to
modify or eliminate our Giveback; our limited operating history;
our ability to manage our growth effectively; the intense
competition in the segments of the insurance industry in which we
operate; risks related to the availability of reinsurance at
current levels and prices; our exposure to counterparty risks; our
ability to maintain our risk-based capital at the required levels;
our ability to expand our product offerings; risks, including
regulatory risks, related to the operation, development, and
implementation of our proprietary artificial intelligence
algorithms and telematics based pricing model; legislation or legal
requirements that may affect how we communicate with customers; our
reliance on artificial intelligence, telematics, mobile technology,
and our digital platforms to collect data that we utilize in our
business; our dependence on search engines, social media platforms,
digital app stores, content-based online advertising and other
online sources to attract consumers to our website and our online
app; our ability to obtain additional capital to the extent
required to grow our business, which may not be available on terms
acceptable to us or at all; periodic examinations by state
insurance regulators; our actual or perceived failure to protect
customer information and other data as a result of security
incidents or real or perceived errors, failures or bugs in our
systems, website or app, respect customers’ privacy, or comply with
data privacy and security laws and regulations; underwriting risks
accurately and charging competitive yet profitable rates to
customers; potentially significant expenses incurred in connection
with any new products before generating revenue from such products;
risks associated with any costs incurred and other risks as we
expand our business in the U.S. and internationally; our ability to
successfully combine the businesses of Lemonade and Metromile and
realize the anticipated benefits of the merger; the cyclical nature
of the insurance industry; risks related to our ability to comply
with extensive insurance industry regulations and additional
regulatory requirements specific to other vertical markets that we
enter or have entered; our ability to predict the impacts of severe
weather events and catastrophes, including the effects of climate
change and global pandemics, on our business and the global economy
generally; increasing scrutiny, actions, and changing expectations
on environmental, social, and governance matters; fluctuations of
our results of operations on a quarterly and annual basis; our
utilization of customer and third party data in underwriting our
policies; limitations in the analytical models used to assess and
predict our exposure to catastrophe losses; risks related to
potential losses that could be greater than our loss and loss
adjustment expense reserves; the minimum capital and surplus
requirements our insurance subsidiaries are required to have;
assessments and other surcharges from state guaranty funds; our
status and obligations as a public benefit corporation; the ability
of significant shareholders to influence the outcome of important
transactions, including a change in control; our operations in
Israel and the current political, economic, and military
instability, including the evolving conflict in Israel and
surrounding region; and the impact of the Customer Investment
Agreement with General Catalyst which is unpredictable, and the
arrangement may not function as expected.
These and other important factors described under the caption
"Risk Factors" in our Annual Report on Form 10-K for the fiscal
year ended December 31, 2022 filed with the SEC on March 3, 2023,
our Quarterly Report on Form 10-Q for the period ended September
30, 2023 filed with the SEC on November 3, 2023, and in our other
and subsequent filings with the SEC, could cause actual results to
differ materially from those indicated by the forward-looking
statements made in this Press Release. Any such forward-looking
statements represent management’s beliefs as of the date of this
Press Release. While we may elect to update such forward-looking
statements at some point in the future, we disclaim any obligation
to do so, even if subsequent events cause our views to change.
Source: Lemonade, Inc.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231109940497/en/
Yael Wissner-Levy press@lemonade.com
Lemonade (NYSE:LMND)
過去 株価チャート
から 4 2024 まで 5 2024
Lemonade (NYSE:LMND)
過去 株価チャート
から 5 2023 まで 5 2024