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Per Share
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Without
Option
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With
Option
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Public offering price
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$
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$
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$
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Underwriting discounts and commissions paid by us
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$
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$
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$
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Proceeds to us, before expenses
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$
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$
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$
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The estimated offering expenses payable by us, exclusive of the underwriting discounts and commissions,
are approximately $ . We have also agreed to reimburse the underwriters for certain of their expenses in an amount not to exceed
$ in connection with the clearance of this offering with the Financial Industry Regulatory Authority, as set forth in the underwriting agreement.
Listing
Our common stock is listed on The Nasdaq Capital Market under the trading symbol NVUS.
No Sales of Similar Securities
We have agreed that we will not offer, sell, contract to sell, pledge or otherwise dispose of, directly or indirectly, or file with the SEC a registration statement under the Securities
Act relating to, any of our shares of common stock or securities convertible into or exchangeable or exercisable for any of our shares of common stock, or publicly disclose the intention to make any offer, sale, pledge, disposition or filing,
without the prior written consent of Piper Jaffray for a period of 90 days after the date of this prospectus, subject to specified limited exceptions.
Our officers and directors and certain of our stockholders have agreed, subject to specified limited exceptions, that they will not offer, sell, contract to sell, pledge or otherwise
dispose of, directly or indirectly, any of our shares of common stock or securities convertible into or exchangeable or exercisable for any of our shares of common stock, enter into a transaction that would have the same effect, or enter into any
swap, hedge or other arrangement that transfers, in whole or in part, any of the economic consequences of ownership of our shares of common stock, whether any of these transactions are to be settled by delivery of our shares of common stock or other
securities, in cash or otherwise, or publicly disclose the intention to make any offer, sale, pledge or disposition, or to enter into any transaction, swap, hedge or other arrangement, without, in each case, the prior written consent of Piper
Jaffray for a period of 90 days after the date of this prospectus.
Piper Jaffray may, in its sole discretion and at any
time or from time to time before the termination of the
90-day
restricted period, release all or any portion of the securities subject to
lock-up
agreements. There are
no existing agreements between the underwriters and any of our stockholders who will execute a
lock-up
agreement providing consent to the sale of shares prior to the expiration of the
90-day
restricted period.
Price Stabilization, Short Positions and Penalty Bids
Until the distribution of the shares is completed, SEC rules may limit underwriters and selling group members from bidding
for and purchasing shares of our common stock. However, the representatives may engage in transactions that stabilize the price of our common stock, such as bids or purchases to peg, fix or maintain that price. In connection with this offering, the
underwriters may purchase and sell shares of our common stock in the open market. These transactions may include short sales, purchases on the open market to cover positions created by short sales and stabilizing transactions. Short sales involve
the sale by the underwriters of a greater number of shares than they are required to purchase in this offering. Covered short sales are sales made in an amount not greater than the underwriters option to purchase additional shares
described above. The underwriters may close out any covered short position by either exercising their option to purchase additional shares or purchasing shares in the open
16