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At-the-Market Equity Offerings
9 Months Ended
Sep. 30, 2023
At Market Equity Offerings [Abstract]  
At-the-Market Equity Offerings

(10) At-the-Market Equity Offerings

During 2022 and 2023, the Company entered into sales agreements with agents pursuant to which the Company could issue and sell shares of its class A common stock through at-the-market equity offering programs. Pursuant to these agreements, the Company agreed to pay the sales agents commissions for their services in acting as agents with respect to the sale of shares through the at-the-market equity offering programs and also agreed to provide the sales agents with reimbursement for certain incurred expenses and customary indemnification and contribution rights. The following table summarizes the terms and provisions of each sales agreement, and sales activity pursuant to each at-the-market equity offering program that was active during the nine months ended September 30, 2023 or 2022. The maximum aggregate offering price and net proceeds (less sales commissions and expenses) for each at-the-market equity offering program in the following table are reported in thousands.

 

 

2022 Sales Agreement

 

 

May 2023 Sales Agreement

 

 

August 2023 Sales Agreement

 

Agreement effective date

 

September 9, 2022

 

 

May 1, 2023

 

 

August 1, 2023

 

Sales agents

 

Cowen and Company, LLC and BTIG, LLC ("2022 Sales Agents")

 

 

Cowen and Company, LLC and Canaccord Genuity LLC ("May 2023 Sales Agents")

 

 

Cowen and Company, LLC, Canaccord Genuity LLC, and Berenberg Capital Markets LLC ("August 2023 Sales Agents")

 

Maximum aggregate offering price

 

$

500,000

 

 

$

625,000

 

 

$

750,000

 

Maximum commissions payable to sales agents on gross proceeds from the sale of shares

 

 

2.0

%

 

 

2.0

%

 

 

2.0

%

Date terminated

 

May 1, 2023

 

 

August 1, 2023

 

 

n/a

 

Shares sold under such sales agreement during the three months ended September 30, 2023

 

n/a

 

 

 

0

 

 

 

403,362

 

Net proceeds received from shares sold under such sales agreement during the three months ended September 30, 2023

 

n/a

 

 

$

0

 

 

$

147,218

 

Shares sold under such sales agreement during the nine months ended September 30, 2023

 

 

1,348,855

 

 

 

1,079,170

 

 

 

403,362

 

Net proceeds received from shares sold under such sales agreement during the nine months ended September 30, 2023

 

$

338,962

 

 

$

333,494

 

 

$

147,218

 

Cumulative shares sold under such sales agreement as of September 30, 2023

 

 

1,567,430

 

 

 

1,079,170

 

 

 

403,362

 

Cumulative net proceeds received from shares sold under such sales agreement as of September 30, 2023

 

$

385,181

 

 

$

333,494

 

 

$

147,218

 

Maximum aggregate offering price remaining under such sales agreement as of September 30, 2023

 

n/a

 

 

n/a

 

 

$

602,124

 

No shares of the Company’s class A common stock were sold pursuant to an at-the-market equity offering program during the three and nine months ended September 30, 2022. The sales commissions and expenses related to each of the above at-the-market equity offering programs are considered direct and incremental costs and are charged against “Additional paid-in capital” on the Consolidated Balance Sheet in the period in which the corresponding shares are issued and sold.