Business Context and Reporting Period
DoubleVerify Holdings, Inc. filed this Form 8-K on April 26, 2021, reporting events beginning April 19, 2021, in connection with its initial public offering (IPO) of common stock.
Key Financial Metrics and Capitalization
- The company priced its IPO at $27.00 per share.
- The underwriters exercised their option to purchase an additional 2,000,000 shares.
- The IPO closed on April 23, 2021, with the sale of an aggregate of 15,333,335 shares of common stock.
- The filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or other operating financial metrics.
Material Changes Versus the Prior Period
- The IPO resulted in DoubleVerify becoming a publicly traded company, with its common stock listed under the symbol DV on the New York Stock Exchange.
- On April 23, 2021, the company’s second amended and restated certificate of incorporation and amended and restated bylaws became effective.
- The company entered into a Registration Rights Agreement dated April 19, 2021, and a Stockholder’s Agreement dated April 20, 2021, including arrangements with Providence VII U.S. Holdings L.P.
Guidance, Outlook, Risks, and Unusual Items
The filing contains no financial guidance, operating outlook, management forecast, or new discussion of risks or contingencies. The principal unusual event is the IPO and related changes to the company’s governing documents and stockholder arrangements. The terms of the agreements and amended governing documents are described as substantially consistent with the forms previously filed in the company’s registration statement.
Investor Verification Points
- Verify the final IPO share count, including the underwriters’ exercised option, and the offering price.
- Review the Registration Rights Agreement for resale, registration, and related stockholder rights.
- Review the Stockholder’s Agreement with Providence VII U.S. Holdings L.P. for governance and consent rights.
- Review the amended certificate of incorporation and bylaws for changes affecting shareholder rights and corporate governance.
- Consult subsequent filings for the IPO’s net proceeds, use of proceeds, updated capitalization, and first reported public-company financial results.