The Firm intends to make use of the web proceeds it receives from the proposed providing to extend its capitalization and monetary flexibility, to create a public marketplace for its widespread inventory in america and for common company functions, together with working capital, working bills and capital expenditures.
The Firm, with headquarters within the San Francisco space and pre-existing SEC reporting obligations, views the Providing and elevated publicity to U.S. buyers as a pure next-step in its development. The Firm’s CHESS Depositary Pursuits (“CDIs”) (representing underlying shares of widespread inventory on a 3 CDIs-for-1 share of widespread inventory foundation) will stay listed on the Australian Securities Trade.
Goldman Sachs & Co. LLC, Evercore ISI and UBS Funding Financial institution are appearing as joint book-running managers for the Providing. Stifel is appearing as a further book-running supervisor for the Providing. Canaccord Genuity, Residents JMP and Loop Capital Markets are appearing as co-managers for the Providing.
A registration assertion on Kind S-3 (Registration No. 333-279271) (together with a base prospectus) has been filed with the SEC and have become mechanically efficient on Could 9, 2024. A preliminary prospectus complement and accompanying prospectus referring to the Providing has been filed with the SEC and is out there on the SEC’s web site situated at http://www.sec.gov. A closing prospectus complement reflecting the ultimate phrases of the Providing will likely be filed with the SEC. Copies of the preliminary prospectus complement and the accompanying prospectus referring to the Providing could also be obtained from: Goldman Sachs & Co. LLC, Consideration: Prospectus Division,
This press release is for informational functions solely and shall not represent a suggestion to promote or the solicitation of a suggestion to purchase, nor shall there be any sale of those securities in any jurisdiction through which such supply, solicitation or sale can be illegal previous to registration or qualification beneath the securities legal guidelines of any such jurisdiction.
About Life360
Life360, a household connection and security firm, retains folks near those they love. The category-leading cellular app and Tile monitoring gadgets empower members to remain related to the folks, pets, and issues they care about most, with a spread of providers, together with location sharing, secure driver stories, and crash detection with emergency dispatch. As a remote-first firm based mostly within the San Francisco Bay Space, Life360 serves roughly 66 million month-to-month lively customers (MAU), as of March 31, 2024, throughout greater than 150 international locations. Life360 delivers peace of thoughts and enhances on a regular basis household life in all of the moments that matter, massive and small. For extra info, please go to life360.com.
Life360’s CDIs are issued in reliance on the exemption from registration contained in Regulation S of the US Securities Act of 1933, as amended (“Securities Act”) for provides of securities that are made exterior the US. Accordingly, the CDIs, haven’t been, and won’t be, registered beneath the Securities Act or the legal guidelines of any state or different jurisdiction within the US. Because of counting on the Regulation S exemption, the CDIs are ‘restricted securities’ beneath Rule 144 of the Securities Act. Which means that you’re unable to promote the CDIs into the US or to a US one that is just not a QIB for the foreseeable future besides in very restricted circumstances till after the top of the restricted interval, until the re-sale of the CDIs is registered beneath the Securities Act or an exemption is out there. To implement the above switch restrictions, all CDIs issued bear a FOR Monetary Product designation on the ASX. This designation restricts any CDIs from being offered on ASX to US individuals excluding QIBs. Nonetheless, you’re nonetheless in a position to freely switch your CDIs on ASX to any particular person apart from a US one that is just not a QIB. As well as, hedging transactions with regard to the CDIs might solely be performed in accordance with the Securities Act.
Ahead-looking statements
This press release incorporates forward-looking statements inside the that means of the Non-public Securities Litigation Reform Act of 1995. Life360 intends such forward-looking statements to be coated by the secure harbor provisions for forward-looking statements contained in Part 21E of the Securities Trade Act of 1934, as amended. These forward-looking statements concerning Life360’s intentions, goals, plans, expectations, assumptions and beliefs about future occasions, together with statements concerning Life360’s expectations referring to the graduation of buying and selling of its widespread inventory on the Nasdaq World Choose Market; and the underwriters’ 30-day choice to buy extra shares. The phrases “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “seek,” “should,” “will,” “would” and different related expressions can typically be used to establish forward-looking statements. Indications of, and steerage or outlook on, future earnings or monetary place or efficiency are additionally forward-looking statements. Buyers and potential buyers are cautioned to not place undue reliance on these forward-looking statements as they contain inherent threat and uncertainty (each common and particular) and will be aware that they’re offered as a common information solely and shouldn’t be relied on as a sign or assure of future efficiency. There’s a threat that such predictions, forecasts, projections and different forward-looking statements won’t be achieved. Topic to any persevering with obligations beneath relevant legislation, Life360 doesn’t undertake any obligation to publicly launch the results of any revisions to those forward-looking statements to replicate occasions or circumstances after the date of this announcement, to replicate any change in expectations in relation to any forward-looking statements or any change in occasions, circumstances or circumstances on which any such statements are based mostly.
Though Life360 believes that the expectations mirrored within the forward-looking statements and the assumptions upon which they’re based mostly are cheap, Life360 may give no assurance that such expectations and assumptions will show to be right and, precise outcomes might range in a materially optimistic or detrimental method. Ahead-looking statements are topic to recognized and unknown dangers, uncertainty, assumptions and contingencies, lots of that are exterior Life360’s management, and are based mostly on estimates and assumptions which might be topic to vary and should trigger precise outcomes, efficiency or achievements to vary materially from these expressed or implied by such statements. Elements that would trigger precise outcomes to vary materially from these within the forward-looking statements embody dangers associated to Life360’s enterprise, market dangers, Life360’s want for added capital, and the danger that Life360’s services might not carry out as anticipated, as described in larger element beneath the heading “Risk Factors” in Life360’s ASX and SEC filings, together with its Annual Report on Kind 10-Okay filed with the Securities and Trade Fee on