CS Disco, Inc. (“DISCO”) (NYSE: LAW), today announced the
commencement of an underwritten public offering of 5,000,000 shares
of common stock offered by certain selling stockholders of DISCO
(the “Selling Stockholders”). In addition, the Selling Stockholders
expect to grant the underwriters a 30-day option to purchase up to
an additional 500,000 shares of common stock at the public offering
price, less underwriting discounts and commissions. DISCO will not
receive any proceeds from the sale of common stock offered by the
Selling Stockholders. The offering is subject to market and other
conditions, and there can be no assurance as to whether or when the
offering may be completed.
J.P. Morgan Securities LLC and BofA Securities Inc. are acting
as lead book-running managers and representatives of the
underwriters for the proposed offering.
A registration statement on Form S-1 relating to the proposed
offering has been filed with the Securities and Exchange Commission
but has not yet become effective. The proposed offering will be
made only by means of a prospectus forming part of the registration
statement relating to the offering. Copies of the preliminary
prospectus relating to the proposed offering, when available, may
be obtained from: J.P. Morgan Securities LLC, c/o: Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717,
by telephone at (866) 803-9204 or by email at
prospectus-eq_fi@jpmorganchase.com and BofA Securities,
NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC
28255-0001, attention: Prospectus Department, or by email at
dg.prospectus_requests@bofa.com.
In connection with the proposed offering, DISCO announced today
that J.P. Morgan Securities LLC and BofA Securities Inc., the lead
book-running managers in DISCO’s recent initial public offering,
are releasing the lock-up restriction with respect to certain
shares of DISCO’s common stock held by the Selling Stockholders,
including certain officers and directors of DISCO. The release will
take effect concurrently with this offering, and the shares may be
sold only in connection with this offering. With respect to each
Selling Stockholder, the shares released will count against the
shares such Selling Stockholder could be eligible to sell under the
early lock-up expiration provision disclosed in DISCO’s prospectus
dated July 20, 2021 in connection with DISCO’s initial public
offering. Except for the sale pursuant to this registered offering,
the lock-up restrictions applicable to the Selling Stockholders
shall remain in full force and effect pursuant to the terms of the
lock-up agreements entered into in connection with DISCO’s initial
public offering.
These securities may not be sold, nor may offers to buy be
accepted, prior to the time the registration statement becomes
effective. This press release shall not constitute an offer to sell
or the solicitation of an offer to buy these securities, nor shall
there be any sale of these securities in any state or jurisdiction
in which such offer, solicitation, or sale would be unlawful prior
to registration or qualification under the securities laws of any
such state or jurisdiction.
About DISCO
DISCO (NYSE: LAW) provides a cloud-native, artificial
intelligence-powered legal solution that simplifies ediscovery,
legal document review and case management for enterprises, law
firms, legal services providers and governments. Our scalable,
integrated solution enables legal departments to easily collect,
process and review enterprise data that is relevant or potentially
relevant to legal matters.
References to “DISCO”, the “Company,” “our,” or “we” in this
press release refer to CS Disco, Inc. and its subsidiaries on a
consolidated basis.
Forward Looking Statements
This press release contains forward-looking statements,
including, among other things, statements regarding the completion,
timing, terms and size of the proposed offering and DISCO’s
expectations with respect to the underwriters’ 30-day option to
purchase additional shares of common stock. Words such as “may,”
“should,” “will,” “believe,” “expect,” “anticipate,” “target,”
“project,” and similar phrases that denote future expectation or
intent regarding DISCO’s financial results, operations, and other
matters are intended to identify forward-looking statements. You
should not rely upon forward-looking statements as predictions of
future events.
The outcome of the events described in these forward-looking
statements is subject to known and unknown risks, uncertainties,
and other factors that may cause DISCO’s actual results,
performance, or achievements to differ materially, including (i)
our history of operating losses, (ii) our limited operating
history, (iii) our ability to maintain and advance our innovation
and brand; (iv) our ability to effectively add new customers; (v)
our ability to effectively increase usage and penetration with our
existing customer base; (vi) our ability to expand our sales
coverage and establish a digital sales channel; (vii) DISCO’s
ability to expand internationally; (viii) our ability to extend and
strengthen our channel partnerships and integrations; (ix) our
ability to expand our offering portfolio to a wider range of legal
processes outside of our current core offerings; (x) our ability to
pursue strategic acquisitions and strategic investments to expand
the functionality and value of our solution; (xi) our ability to
comply or remain in compliance with laws and regulations that
currently apply or become applicable to our business in the
jurisdictions in which it operates; (xii) the potential that our
computer or electronic systems, applications or services, or those
of any third parties on whom we depend, fail or suffer security or
data privacy breaches or other unauthorized or improper access to,
use of, or destruction of our proprietary or confidential data,
employee data, or personal data; (xiii) our ability to compete
effectively with existing competitors and new market entrants;
(xiv) general market, political, economic, and business conditions;
and (xv) the impact that the ongoing COVID-19 pandemic and any
related economic downturn could have on our or our customers’
businesses, financial condition and results of operations.
The forward-looking statements contained in this press release
are also subject to additional risks, uncertainties, and factors,
including those more fully described in our filings with the
Securities and Exchange Commission, including our registration
statement on Form S-1 relating to this offering and our quarterly
report on Form 10-Q for the fiscal quarter ended June 30, 2021,
filed with the Securities and Exchange Commission on September 3,
2021. Further information on potential risks that could affect
actual results will be included in the subsequent periodic and
current reports and other filings that we make with the SEC from
time to time.
Forward-looking statements represent DISCO’s management’s
beliefs and assumptions only as of the date such statements are
made. We undertake no obligation to update any forward-looking
statements made in this press release to reflect events or
circumstances after the date of this press release or to reflect
new information or the occurrence of unanticipated events, except
as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20210913005504/en/
Press Contact: Laura Wooster DISCO Corporate
Communications wooster@csdisco.com
Investor Relations Contact: April Scee ICR for DISCO
IR@csdisco.com 646-277-1219
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