If securities or industry analysts publish inaccurate or unfavorable research about our business, our
stock price and trading volume could decline.
The trading market for our common stock is influenced by the research and reports
that industry or securities analysts publish about us or our business. If one or more analysts ceases coverage of our company or fails to publish reports on us regularly, we could lose visibility in the financial markets, which in turn could cause
our stock price or trading volume to decline. Moreover, if our results of operations do not meet the expectations of the investor community, or one or more of the analysts who cover our company downgrade our stock, our stock price could decline. As
a result, you may not be able to sell shares of our common stock at prices equal to or greater than the price of common stock sold in this offering.
Concentration of ownership of our ordinary shares among our existing executive officers, directors and principal stockholder may prevent new investors
from influencing significant corporate decisions.
Based upon our shares of common stock outstanding as of May 12, 2023, upon
the closing of this offering, our executive officers, directors and stockholders who owned more than 5% of our outstanding share capital before this offering will, in the aggregate, beneficially own approximately 49.4% of our outstanding shares of
common stock, after giving effect to the sale of shares in this offering. These stockholders, acting together, will be able to significantly influence all matters requiring stockholder approval, including the election and removal of directors and
approval of any merger, consolidation or sale of all or substantially all of our assets.
In addition, we and certain of our stockholders
are party to that certain Investors Rights Agreement pursuant to which certain of our stockholders have agreed to support each others director nominees. For so long as such agreement remains, the remaining stockholders may be prevented from
having an influence on the board.
Some of these persons or entities may have interests different than yours. For example, because many of
these stockholders purchased their shares at prices substantially below the price at which shares are being sold in this offering and have held their shares for a longer period, they may be more interested in selling our company to an acquirer than
other investors, or they may want us to pursue strategies that deviate from the interests of other stockholders.
The market price of our common
stock could be negatively affected by sales of substantial amounts of our common stock in the public markets, or the perception in the public markets that these sales may occur.
Sales of a substantial number of shares of our common stock in the public market could occur at any time. These sales, or the perception in
the market that the holders of a large number of shares intend to sell shares, could reduce the market price of our common stock.
After
this offering, we will have 56,313,123 shares of common stock outstanding. Of our issued and outstanding shares, all of the shares of common stock sold in our initial public offering are, and all of the shares of common stock to be sold in this
offering will be, freely transferable, except for any shares held by our affiliates, as that term is defined in Rule 144 under the Securities Act.
Following the consummation of this offering, we, our executive officers and directors, and the selling stockholder will be subject to a 60-day lock-up period provided under lock-up agreements executed in connection with this offering. See Underwriting. All of
these shares will, however, be able to be resold after the expiration of the lock-up period, as well as pursuant to customary exceptions thereto or upon the waiver of the
lock-up agreement by the representatives of the underwriters.
Sales of significant amounts of
stock in the public market or the perception that such sales may occur, could adversely affect prevailing market prices of our common stock or make it more difficult for you to sell your shares of common stock at a time and price that you deem
appropriate. The market price of our common stock could decline if the holders of currently restricted shares sell them or are perceived by the market as intending to sell them.
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