applicable to the Company include 1) compensation, benefits, and payroll relief for employers, 2) certain amendments to Section 163(j) for taxable years beginning in 2019 and 2020, and 3) net
operating loss carrybacks permitted for taxable years beginning in 2018 and before 2021. The Company is currently evaluating how to avail itself of the benefits of the CARES Act and how it may impact the Companys financial position, results of
operations and cash flows.
Corporate Information
We were incorporated in Delaware in August 1998 as Acme Medical, Inc. We changed our name to Altus Medical, Inc. in July 1999, and to Cutera,
Inc. in January 2004. Our principal executive offices are located at 3240 Bayshore Blvd., Brisbane, California 94005. Our telephone number is (415) 657-5500. Our website is located at www.cutera.com. The
information contained on our website is not a part of this prospectus.
Our material registered and unregistered trademarks include: Cutera®, AccuTip®, CoolGlide®, CoolGlide excel®, enlighten®, excel HR®, excel
V®, excel V+®, LimeLight®,
MyQ®, Pearl®, PicoGenesis, ProWave®, Solera®, Titan®,
truSculpt®, truSculpt® flex, Vantage®, and xeo®. All other trademarks, trade names and service marks appearing in this prospectus or the documents incorporated by reference herein are the property of their respective owners. Use or display by
us of other parties trademarks, trade dress or products is not intended to and does not imply a relationship with, or endorsements or sponsorship of, us by the trademark or trade dress owner. Solely for convenience, trademarks and tradenames
referred to in this prospectus or applicable prospectus supplement appear without the ® and TM symbols, but those references are not intended to indicate, in any way, that we will not assert,
to the fullest extent under applicable law, our rights or that the applicable owner will not assert its rights, to these trademarks and tradenames.
The Securities We May Offer
We may
offer up to $75,000,000 of common stock, preferred stock, depositary shares, warrants, debt securities, subscription rights and units in one or more offerings and in any combination.
Common Stock
Holders of our common stock are entitled to one vote for each share held on all matters submitted to a vote of stockholders. Our amended and
restated certificate of incorporation does not provide for cumulative voting rights. Subject to preferences that may apply to any shares of preferred stock outstanding at the time, the holders of our common stock are entitled to receive dividends
out of funds legally available if our board of directors, in its discretion, determines to issue dividends and then only at the times and in the amounts that our board of directors may determine. If we become subject to a liquidation, dissolution or
winding-up, the assets legally available for distribution to our stockholders would be distributable ratably among the holders of our common stock and any participating preferred stock outstanding at that
time, subject to prior satisfaction of all outstanding debt and liabilities and the preferential rights of and the payment of liquidation preferences, if any, on any outstanding shares of preferred stock.
Preferred Stock and Depositary Shares
Our board of directors has the authority, subject to limitations prescribed by Delaware law, to issue preferred stock in one or more series, to
establish from time to time the number of shares to be included in each series, and to fix the designation, powers, preferences and rights of the shares of each series and any of its qualifications, limitations or restrictions, in each case without
further vote or action by our stockholders.
We may also issue fractional shares of preferred stock that will be represented by depositary
shares and depositary receipts.
5