Tercica: from the prospectus:
After completion of this offering, we will have 23,697,128 outstanding shares of common stock, assuming no exercise of outstanding options after December 31, 2003, the net exercise of outstanding warrants and no exercise of the underwriters’ over-allotment option. Of these shares, the 5,500,000 shares sold in this offering will be freely tradable without restriction or further regulation, other than shares purchased by our officers, directors or other “affiliates” within the meaning of Rule 144 under the Securities Act of 1933. The remaining 18,197,128 shares of common stock held by existing stockholders may not be sold publicly unless they are registered under the Securities Act or are sold pursuant to Rule 144 or another exemption from registration. These shares will become eligible for public resale at various times over a period of less than one year following the completion of this offering, subject to volume limitations and certain restrictions on sales by affiliates.
We, our officers and directors and current stockholders holding an aggregate of 18,028,983 shares, have entered into agreements not to sell or offer to sell or otherwise dispose of any shares of common stock held by us or them for a period of 180 days after the date of this prospectus without the prior written consent of Lehman Brothers Inc. which may release any or all of the shares subject to lock-up agreements at any time without notice. We further expect to file a registration statement covering shares of common stock issuable upon exercise of options and other grants pursuant to our stock plans. In addition, assuming no exercise of outstanding options after December 31, 2003, the holders of 17,296,568 shares of common stock including shares of common stock issuable upon the exercise of warrants prior to closing of the offering are entitled to registration rights |
