Item 2.02 Results of Operations and Financial Condition.
On January 4, 2020, Prelude Therapeutics Incorporated (the "Company") filed a
registration statement on Form S-1 (the "Registration Statement") with the
Securities and Exchange Commission (the "SEC") in connection with a proposed
public offering of shares of the Company's common stock by the Company (the
"Offering"), which contained information regarding the Company's preliminary
estimates of certain financial metrics for the three months and fiscal year
ended December 31, 2020. In the Registration Statement, the Company disclosed
that it expects to report that the Company had cash and cash equivalents of
approximately $218.3 million as of December 31, 2020.
The Company's audited financial statements for the fiscal year ended
December 31, 2020 are not yet available. Accordingly, the preliminary financial
metrics and results included in the Registration Statement are estimates subject
to the completion of the Company's financial closing procedures and any
adjustments that may result from the completion of the audit of the Company's
financial statements. The preliminary results may differ materially from the
actual results that will be reflected in the Company's audited financial
statements when they are completed and publicly disclosed.
In accordance with General Instruction B.2. of Form 8-K, the information in this
Item 2.02 shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise
subject to the liability of that section, nor shall it be deemed incorporated by
reference in any of the Company's filings under the Securities Act of 1933, as
amended (the "Securities Act"), whether made before or after the date hereof,
regardless of any incorporation language in such a filing, except as expressly
set forth by specific reference in such a filing.
Item 7.01 Regulation FD Disclosure.
The Company is furnishing its corporate presentation which it intends to use in
conferences and meetings. The full copy of the Company's corporate presentation
is filed as Exhibit 99.1 hereto.
The information furnished in Exhibit 99.1 shall not be deemed "filed" for
purposes of Section 18 of the Exchange Act or otherwise subject to the
liabilities of that section, nor shall it be deemed incorporated by reference
into any other filing under the Exchange Act or the Securities Act except as
expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
99.1 Corporate Presentation dated January 2021
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the
meaning of the U.S. Private Securities Litigation Reform Act of 1995 and other
federal securities laws. Any statements contained herein that do not describe
historical facts, including, but not limited to, statements regarding the
Company's expected cash and cash equivalents as of December 31, 2020, are
forward-looking statements that involve risks and uncertainties that could cause
actual results to differ materially from those discussed in such forward-looking
statements. Such risks and uncertainties include, among others, the risks
identified in the Company's filings with the SEC, including its Quarterly Report
on Form 10-Q for the quarter ended September 30, 2020, filed with the SEC on
November 10, 2020, the Registration Statement related to the Offering, and
subsequent filings with the SEC. Any of these risks and uncertainties could
materially and adversely affect the Company's results of operations, which
would, in turn, have a significant and adverse impact on the Company's stock
price. The Company cautions you not to place undue reliance on any
forward-looking statements, which speak only as of the date they are made. The
Company undertakes no obligation to update publicly any forward-looking
statements to reflect new information, events or circumstances after the date
they were made or to reflect the occurrence of unanticipated events.
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses