您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。[美股招股说明书]:超精细公司-a美股招股说明书(2025-10-15版) - 发现报告

超精细公司-a美股招股说明书(2025-10-15版)

2025-10-15美股招股说明书王***
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超精细公司-a美股招股说明书(2025-10-15版)

Shares of ClassA Common StockPre-FundedWarrants to Purchase up toShares of ClassA Common StockUp toShares of ClassA Common Stock Underlying thePre-FundedWarrants We are offeringshares of our ClassA common stock in this offering and, in lieu of ClassA common stock to certain investors,pre-fundedwarrants to purchase up toshares of our ClassA common stock. The purchase price of eachpre-fundedwarrant equals the price per share at which ourClassA common stock are being sold to the public in this offering, minus $0.0001, and the exercise priceofeachpre-fundedwarrantequals$0.0001 per share.At times, we refer to the shares of ClassA common stock and thepre-fundedwarrants to purchase shares of ClassA common stock issued in this offering,collectively, as the securities. Our ClassA common stock is listed on The Nasdaq Global Market under the symbol “HYPR.” On October 14, 2025, the last reported sale price of ourClassA common stock was $2.05 per share. There is no established public trading market for thepre-fundedwarrants, and we do not expect a market to develop.We do not intend to list thepre-fundedwarrants on The Nasdaq Global Market, any other national securities exchange or any other nationally recognized tradingsystem. Without an active trading market, the liquidity of thepre-fundedwarrants will be limited. We are an “emerging growth company” and a “smaller reporting company” under the federal securities laws and, as such, have elected to comply withcertain reduced reporting requirements for this prospectus and may elect to do so in future filings. Investing in our securities involves a high degree of risk. These risks are described under the caption “Risk Factors”beginning on pageS-10of this prospectus and in the documents incorporated by reference into this prospectussupplement. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passedupon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense. PERSHAREPERPRE-FUNDEDWARRANTTOTALPublic offering price$$$Underwriting discounts and commissions(1)$$$Proceeds, before expenses, to Hyperfine, Inc.$$$ (1)The underwriters’ discount will be 7.0% of the gross proceeds of this offering up to and including $10million and 6.0% of the incremental gross proceedsof this offering in excess of the first $10million. We have also agreed to reimburse the underwriters for certain expenses. See “Underwriting” foradditional information regarding underwriting compensation. The above summary of offering proceeds to us does not give effect to any exercise of thepre-fundedwarrants being issued in this offering. Delivery of the securities being offered pursuant to this prospectus supplement and the accompanying prospectus is expected to occur on or about October, 2025. We have granted the underwriters an option for a period of 30 days to purchase up toshares of ClassA common stock (orpre-fundedwarrants in lieu thereof), which equals 15% of the total number of securities sold in the offering (consisting of shares of ClassA common stock,pre-fundedwarrants or any combination thereof). If the underwriters exercise the option in full, assuming only shares of ClassA common stock are sold pursuant to suchoption, the total underwriting discounts and commissions payable by us will be $million and the total proceeds to us, before expenses will be$million. Lake Street Prospectus supplement dated October, 2025 Table of Contents TABLE OF CONTENTS PAGEABOUT THIS PROSPECTUS SUPPLEMENTS-1PROSPECTUS SUPPLEMENT SUMMARYS-3THE OFFERINGS-7RISK FACTORSS-10SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSS-14USE OF PROCEEDSS-16DIVIDEND POLICYS-17DILUTIONS-18DESCRIPTION OF THE SECURITIES WE ARE OFFERINGS-20MATERIAL US FEDERAL INCOME TAX CONSIDERATIONS FOR NON-US HOLDERS OF CLASS A COMMON STOCK AND PRE-FUNDED WARRANTSS-22UNDERWRITINGS-28LEGAL MATTERSS-34EXPERTSS-34WHERE YOU CAN FIND MORE INFORMATIONS-34INCORPORATION OF DOCUMENTS BY REFERENCES-35 ABOUT THIS PROSPECTUSPROSPECTUS SUMMARYRISK FACTORSSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSUSE OF PROCEEDSPLAN OF DISTRIBUTIONDESCRIPTION OF SHARESDESCRIPTION OF DEBT SECURITIESDESCRIPTION OF WARRANTSDESCRIPTION OF RIGHTSDESCRIPTION OF UNITSLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION OF DOCUMENTS BY REFERENCE Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement and the accompanying prospectus are part of a “shelf” registration statement on FormS-3(FileNo.333-275449)thatwe filed with the Securities and Exchange Commission (the “SEC”) on November9, 2023, and which was declared effective by the SEC onNovember22, 2023. This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of this offering andalso adds to and updates information contained in the accompanying prospectus and the documents incorporated by reference herein.