SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 19, 2023 (
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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|Item 3.02|| |
Unregistered Sales of Equity Securities.
As previously disclosed, on October 26, 2022, View, Inc. (the “Company”) completed the sale to certain purchasers (the “Purchasers”) of $200.0 million aggregate principal amount of the Company’s 6.00% / 9.00% Convertible Senior PIK Toggle Notes due 2027 (the “Notes”) pursuant to the Investment Agreement (the “Investment Agreement”), dated as of October 25, 2022, by and among the Company and the Purchasers.
On January 12, 2023, one of the Purchasers exercised its right to convert its Note with aggregate principal amount of $18.0 million in full. As a result, the Company issued 16,822,429 shares of its Class A common stock, par value $0.0001 per share (“Common Stock”), to BNP Paribas Asset Management UK Limited as agent on behalf of BNP Paribas Funds Energy Transition (“BNP”) in a private placement pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The Company issued the shares of Common Stock to BNP in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act. The Company is relying on this exemption from registration based in part on representations made by BNP in the Investment Agreement.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Date: January 19, 2023||
|Title:||Chief Legal Officer|