Butterfly Network Files 8-K: Other Events & Financials

TL;DR

Butterfly Network filed an 8-K on Jan 29, 2025, covering other events and financials.

AI Summary

On January 29, 2025, Butterfly Network, Inc. filed an 8-K report detailing other events and financial statements. The company, formerly known as Longview Acquisition Corp. until February 20, 2020, is incorporated in Delaware and headquartered in Burlington, MA.

Why It Matters

This filing provides an update on the company's activities and financial reporting, which is crucial for investors to assess its current status and future prospects.

Risk Assessment

Risk Level: low — This is a routine filing of an 8-K report with no immediately apparent significant events or financial distress indicated.

Key Players & Entities

• Butterfly Network, Inc. (company) — Registrant
• Longview Acquisition Corp. (company) — Former company name
• January 29, 2025 (date) — Date of earliest event reported
• February 20, 2020 (date) — Date of name change from Longview Acquisition Corp.
• Burlington, MA (location) — Principal executive offices location

FAQ

Key Financial Figures

• $0.0001 — tered Class A common stock, par value $0.0001 per share BFLY The New York Stock E
• $11.50 — mon stock, each at an exercise price of $11.50 per share BFLY WS The New York Stoc
• $3.15 — Offering at a public offering price of $3.15 per share. The gross proceeds to Butter
• $75.6 m — from the Offering will be approximately $75.6 million, before deducting underwriting di
• $75.6 million — "Butterfly Network Announces Pricing of $75.6 million Public Offering of Common Stock" dated

Filing Documents

• tm254902d1_8k.htm (8-K) — 35KB
• tm254902d1_ex1-1.htm (EX-1.1) — 259KB
• tm254902d1_ex5-1.htm (EX-5.1) — 10KB
• tm254902d1_ex99-1.htm (EX-99.1) — 9KB
• tm254902d1_ex5-1img01.jpg (GRAPHIC) — 4KB
• 0001104659-25-007629.txt ( ) — 607KB
• bfly-20250129.xsd (EX-101.SCH) — 3KB
• bfly-20250129_def.xml (EX-101.DEF) — 26KB
• bfly-20250129_lab.xml (EX-101.LAB) — 36KB
• bfly-20250129_pre.xml (EX-101.PRE) — 25KB
• tm254902d1_8k_htm.xml (XML) — 5KB

01 Other Events

Item 8.01 Other Events. Public Offering On January 29, 2025, Butterfly Network, Inc. ("Butterfly") entered into an underwriting agreement (the "Underwriting Agreement") with TD Securities (USA) LLC and William Blair & Company, L.L.C., as representatives of the several underwriters named therein (collectively, the "Underwriters"), relating to the issuance and sale in a public offering of 27,600,000 shares of Butterfly's Class A common stock, par value $0.0001 per share (the "Common Stock"), which includes 3,600,000 shares of the Company's Class A common stock that may be sold pursuant to a 30-day option to purchase additional shares granted to the Underwriters (the "Offering"). The shares are being offered and sold in the Offering at a public offering price of $3.15 per share. The gross proceeds to Butterfly from the Offering will be approximately $75.6 million, before deducting underwriting discounts and commissions and estimated Offering expenses payable by Butterfly. The closing of the offering is expected to occur on January 31, 2025, subject to the satisfaction of customary closing conditions. The Underwriting Agreement contains customary representations, warranties and agreements by Butterfly, customary conditions to closing, indemnification obligations of Butterfly and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement and may be subject to limitations agreed upon by such parties. The offering is being made pursuant to a shelf registration statement on Form S-3 and accompanying prospectus (File No. 333-273811), filed with the Securities and Exchange Commission (the "SEC"), and a prospectus supplement thereunder. A copy of the Underwriting Ag

Forward Looking Statements

Forward Looking Statements Certain statements contained in this report are forward-looking statements that involve a number of risks and uncertainties. Such forward-looking statements include, without limitation, offering. Actual events or results may differ materially from Butterfly's expectations. Factors that could cause actual results to differ materially from the forward-looking statements include, but are not limited to, risks and uncertainties associated with market conditions, the satisfaction of customary closing conditions related to the offering, and the impact of macroeconomic and geopolitical events. Additional factors that could cause actual results to differ materially from those stated or implied by Butterfly's forward-looking most recent Annual Report on Form 10-K and subsequently filed Quarter Reports on Form 10-Q and the prospectus supplement relating to the offering. All forward-looking statements contained in this report speak only as of the date on which they were made and are based on management's assumptions and estimates as of such date. Butterfly undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 1.1 Underwriting Agreement by and among Butterfly Network, Inc., TD Securities (USA) LLC and William Blair & Company, L.L.C., dated January 29, 2025 5.1 Opinion of Foley Hoag LLP 23.1 Consent of Foley Hoag LLP (included in Exhibit 5.1) 99.1 Press Release entitled "Butterfly Network Announces Pricing of $75.6 million Public Offering of Common Stock" dated January 29, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BUTTERFLY NETWORK, INC. Date: January 30, 2025 By: /s/ Heather C. Getz, CPA Name: Heather C. Getz, CPA Title: Executive Vice President and Chief Financial & Operations Officer

View Full Filing

View this 8-K filing on SEC EDGAR