As filed with the Securities and Exchange Commission on October 22, 2021
Registration No. 333-259988
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 2
to
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
ARTERIS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware | 3674 | 27-0117058 | ||
(State or Other Jurisdiction of Incorporation or Organization) | (Primary Standard Industrial Classification Code Number) | (I.R.S. Employer Identification Number) |
595 Millich Dr. Suite 200
Campbell, CA 95008
Telephone: (408) 470-7300
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
K. Charles Janac
President and Chief Executive Officer
595 Millich Dr. Suite 200
Campbell, CA 95008
Telephone: (408) 470-7300
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Jack Sheridan Page Mailliard Phillip S. Stoup Latham & Watkins LLP 140 Scott Drive Menlo Park, CA 94025 Telephone: (650) 328-4600 Facsimile: (650) 463-2600 | Paul L. Alpern Arteris, Inc. Vice President, General Counsel 595 Millich Dr. Suite 200 Campbell, CA 95008 Telephone: (408) 470-7300 | Eric Jensen Seth Gottlieb Richard Segal Cooley LLP 3175 Hanover Street Palo Alto, CA 94304 Telephone: (650) 843-5000 Facsimile: (650) 849-7400 |
Approximate date of commencement of proposed sale to the public:
As soon as practicable after this Registration Statement is declared effective.
If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☐
If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☒ | |||
Emerging growth company | ☒ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until the Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.
EXPLANATORY NOTE
The sole purpose of this amendment is to add certain exhibits to the Registration Statement as well as amending the Exhibit Index and Item 16 of Part II of the Registration Statement. No change is made to the preliminary prospectus constituting Part I of the Registration Statement or Items 13, 14, 15 or 17 of Part II of the Registration Statement. Accordingly, this amendment consists only of the facing page, this explanatory note, Item 16(a) of Part II and the signature page to the Registration Statement.
Part II
Information not required in prospectus
Item 16. Exhibits and financial statements.
(a) Exhibits
The following documents are filed as exhibits to this registration statement.
II-1
EXHIBIT | DESCRIPTION OF EXHIBIT | INCORPORATED BY REFERENCE | FILED HEREWITH | |||||||
FORM | DATE | NUMBER | ||||||||
24.1 | Power of Attorney (included on signature page of the initial filing of this registration statement). | S-1 | 10/1/21 | 24.1 |
# | Indicates a management contract or compensatory plan or arrangement. |
† | Portions of this exhibit (indicated by asterisks) have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K under the Securities Act of 1933, as amended, because they are both (i) not material and (ii) the type of information that the registrant both customarily and actually treats as private and confidential. |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, Arteris, Inc. has duly caused this Amendment No. 2 to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Campbell, California, on this 22nd day of October, 2021.
Arteris, Inc. | ||
By: | /s/ K. Charles Janac | |
Name: Title: | K. Charles Janac President and Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
SIGNATURE | TITLE | DATE | ||
/s/ K. Charles Janac K. Charles Janac | President and Chief Executive Officer (Principal Executive Officer) and Chairman of the Board of Directors | October 22, 2021 | ||
* Nicholas B. Hawkins | Chief Financial Officer (Principal Financial and Accounting Officer) | October 22, 2021 | ||
* Wayne C. Cantwell | Director | October 22, 2021 | ||
* Christian Claussen | Director | October 22, 2021 | ||
* Raman K. Chitkara | Director | October 22, 2021 | ||
* Isabelle F. Geday | Director | October 22, 2021 | ||
* S. Atiq Raza | Director | October 22, 2021 | ||
* Antonio J. Viana | Director | October 22, 2021 |
*By | /s/ K. Charles Janac | |
K. Charles Janac | ||
Attorney-In-Fact |