The most current and up-to-date information about Velodyne’s warrants can be found in the SEC S-1 here.
On July 2, 2020, Graf and VL Merger Sub Inc., a wholly owned subsidiary of Graf entered into a merger agreement with Velodyne. Graf consummated the Business Combination on September 29, 2020. Immediately upon the consummation of the Business Combination, the pre-combination Velodyne became a wholly-owned subsidiary of Graf. Graf changed its name to Velodyne Lidar, Inc. and the pre-combination Velodyne Lidar changed its name to Velodyne Lidar USA, Inc. On September 30, 2020, Velodyne Lidar’s common stock and warrants began trading on the Nasdaq Global Select Market under the symbol “VLDR” and “VLDRW,” respectively. Prior to the consummation of the Business Combination, our common stock was listed on the NYSE under the symbol “GRAF.”
Upon the Closing, there were 24,876,512 outstanding warrants to purchase shares of the Company’s common stock that were issued by Graf prior to the Business Combination. Each whole warrant entitles the holder to purchase three-quarters of one share of the Company’s common stock at a price of $11.50 per share, subject to adjustments. The warrants are exercisable at any time commencing 30 days after the completion of the Business Combination and expire five years after the completion of the Business Combination. The Company may redeem the outstanding warrants in whole and not in part at a price of $0.01 per warrant at any time after they become exercisable, provided that the last sale price of the Company’s common stock equals or exceeds $18.00 per share, subject to adjustments, for any 20-trading days within a 30-trading day period ending three business days prior to the date on which the Company sends the notice of redemption to the warrant holders.
You can find additional information about our relationship with Amazon here.
You can find additional information about our February 2022 shelf registration statement here.
Why do this now?
- Velodyne continues to focus on innovation and execution. This shelf registration will provide Velodyne the flexibility to raise capital when needed.
Which banks are you working with on this shelf registration?
- None. This shelf registration is not for a specific offering and an offering would be done through a prospectus supplement that would name the bank(s).
Do you expect to spend $300M within the three-year registration window?
- This gives us the flexibility to offer up to $300M, and the shelf is valid for three years.
- However, we have no specific plans to disclose at this point in time.
How should we think about diluted share count over the next 3 years?
- We have not provided a roadmap or any commentary for future capital raises.