Doubleverify Holdings, Inc. current report, 13 November 2023

Full document

Business Context and Reporting Period

DoubleVerify Holdings, Inc. filed a Form 8-K on November 15, 2023, reporting an underwriting agreement entered into on November 13, 2023. The filing concerns a secondary offering by investment funds associated with Providence Equity Partners L.L.C.

Transaction and Key Financial Information

  • Selling stockholders agreed to sell 12,500,000 shares of DoubleVerify common stock to Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC as underwriters.
  • The selling stockholders granted the underwriters a 30-day option to purchase up to an additional 1,875,000 shares.
  • DoubleVerify did not receive any proceeds from the offering.
  • The filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or other operating metrics.

Material Changes Versus Prior Period

The filing text does not report operating or financial results, and therefore does not identify changes versus a prior comparable period. The reported event is a secondary sale of shares by existing stockholders rather than a primary capital raise by the Company.

Guidance, Outlook, Risks, and Unusual Items

  • No guidance or management outlook is provided.
  • The offering is subject to the terms and conditions of the underwriting agreement.
  • The underwriters’ additional-share option may result in the sale of up to 1,875,000 further shares if exercised.
  • The Company states that it will not receive proceeds from either the base offering or any exercise of the option.
  • The filing incorporates the underwriting agreement as Exhibit 1.1; its summary is qualified by reference to the complete agreement.

Investor Verification Items

  1. Review Exhibit 1.1 for the complete underwriting terms, conditions, representations, and obligations.
  2. Confirm whether the underwriters exercised any portion of the 30-day option.
  3. Verify the final number of shares sold and the ownership percentage remaining with the selling stockholders.
  4. Assess potential effects of the secondary offering on share supply, trading activity, and ownership concentration.