WAY
Waystar Holding CORP
NASDAQ
S-1MEF: Waystar Holding Corp. Files for Additional Share Registration Following Initial S-1
Sentiment:
Registration Statement
20 February 2025 9:00 PM
Waystar Holding Corp. files an S-1MEF registration statement to register additional shares of common stock, representing no more than 20% of the maximum aggregate offering price from its prior registration.
Capital raise
Waystar Holding Corp. is registering 2,300,000 additional shares of common stock.
The proposed maximum offering price per share is $40.00.
The maximum aggregate offering price for the new shares is $92,000,000.00.
The underwriters have an option to purchase an additional 300,000 shares.
Summary
- Waystar Holding Corp. has filed a Form S-1MEF registration statement with the SEC to register additional shares of its common stock.
- This filing is made pursuant to Rule 462(b) under the Securities Act of 1933 and relates to the registration of additional shares following the initial S-1 filing.
- The prior registration statement (File No. 333-285018) was declared effective on February 20, 2025.
- The additional securities being registered represent no more than 20% of the maximum aggregate offering price set forth in the Filing Fee Table of the prior registration statement.
- The company is registering 2,300,000 newly registered shares at a proposed maximum offering price of $40.00 per share, resulting in a maximum aggregate offering price of $92,000,000.00 for these new shares.
- This includes 300,000 shares of common stock that the underwriters have the option to purchase.
- The filing fee for the newly registered securities is $14,085.20.
- The company previously registered 20,700,000 shares with an aggregate offering price not to exceed $925,290,000.00 on the prior registration statement.
- The total offering amounts to $1,017,290,000.00.
- The company certifies that it has sufficient funds to cover the filing fee and will pay it by wire transfer no later than February 21, 2025.
Sentiment
Score: 7
Explanation: The sentiment is neutral to positive. The company is expanding its capital raising efforts, which suggests growth and opportunity. However, it also introduces potential dilution for existing shareholders.
Positives
- The company is able to raise additional capital through the registration of new shares.
- The underwriters have the option to purchase additional shares, which could increase the total capital raised.
- The company has sufficient funds to cover the filing fee.
Risks
- Market conditions could affect the price at which the shares are sold.
- The underwriters may not exercise their option to purchase additional shares.
- The company's stock price could be diluted by the issuance of new shares.
Future Outlook
The company intends to sell the registered shares as soon as practicable after the effective date of the registration statement.
Industry Context
This filing is a standard procedure for companies seeking to raise capital in the public markets. The additional registration suggests continued investor interest or a need for further funding to support the company's growth initiatives.
Comparison to Industry Standards
- Comparable companies, such as Health Catalyst or Veeva Systems, also utilize follow-on offerings to raise capital after their initial public offerings.
- The size of the offering, $92 million, is within the typical range for companies of Waystar's size and stage of development.
- The use of Rule 462(b) for registering additional shares is a common practice to expedite the registration process.
Stakeholder Impact
- Shareholders may experience dilution of their ownership stake.
- The company will have additional capital to fund its operations and growth initiatives.
- The offering could impact the company's stock price.
Next Steps
- The SEC will review the registration statement.
- The company will determine the timing and pricing of the share offering.
- The company will proceed with the sale of the registered shares.
Key Dates
- February 17, 2025: Date of KPMG LLP's report on the consolidated financial statements of Waystar Holding Corp.
- February 18, 2025: Initial filing date of the Registration Statement on Form S-1 (File No. 333-285018).
- February 20, 2025: Effective date of the Prior Registration Statement (File No. 333-285018) and date of this S-1MEF filing.
- February 21, 2025: Deadline for Waystar Holding Corp. to pay the filing fee by wire transfer.
Keywords
registration statement, S-1MEF, common stock, Waystar Holding Corp., securities, offering, SEC
WAY
Waystar Holding CORP
NASDAQ
Sector: TBD
Filings with Classifications
Better than expected
30 April 2025 8:06 PM
Quarterly Report
- The company's revenue increased by 14.1% compared to the same period in the prior year.
- Net income improved significantly from a net loss to a net income of $29.3 million.
- Adjusted EBITDA increased by 16.2% compared to the same period in the prior year.
Better than expected
30 April 2025 4:05 PM
Earnings Release
- The company raised its full-year revenue and adjusted EBITDA guidance, indicating better-than-expected performance.
- The company's Q1 revenue growth of 14% year-over-year exceeded initial expectations.
Worse than expected
26 February 2025 4:30 PM
SEC Form 4 Filing
- A major shareholder selling a significant number of shares is generally viewed negatively by the market.
Capital raise
20 February 2025 9:00 PM
Registration Statement
- Waystar Holding Corp. is registering 2,300,000 additional shares of common stock.
- The proposed maximum offering price per share is $40.00.
- The maximum aggregate offering price for the new shares is $92,000,000.00.
- The underwriters have an option to purchase an additional 300,000 shares.
Better than expected
18 February 2025 6:46 AM
Annual Results
- The company's net loss decreased from $51.3 million in 2023 to $19.1 million in 2024.
- The company's revenue increased from $791.0 million in 2023 to $943.5 million in 2024.
Better than expected
18 February 2025 6:45 AM
Earnings Release
- The company's revenue and adjusted EBITDA exceeded expectations for the fourth quarter and full year 2024.
- The net loss improved significantly year-over-year.
- The company's guidance for fiscal year 2025 indicates continued growth and profitability.
Better than expected
30 December 2024 4:10 PM
Credit Agreement Amendment
- The document indicates better results as the company has secured lower interest rates on its term loans and revolving credit facility, which will reduce its borrowing costs.
Better than expected
6 November 2024 4:14 PM
Quarterly Report
- The company's net income of $5.4 million in Q3 2024 is a significant improvement from the net loss of $15.5 million in Q3 2023.
- The company's revenue growth of 21.7% year-over-year is a strong performance.
- The company's adjusted EBITDA increased year-over-year, indicating improved operational efficiency.
Better than expected
6 November 2024 4:07 PM
Quarterly Report
- The company's revenue growth of 22% year-over-year exceeded the 20% growth reported in the previous quarter, indicating an acceleration in business performance.
Capital raise
7 August 2024 4:07 PM
Quarterly Report
- Waystar completed its initial public offering (IPO) in June 2024, issuing 45,000,000 shares of common stock at $21.50 per share.
- The company received total proceeds of $914.3 million after deducting underwriting discounts and commissions.
- The underwriters exercised their option to purchase an additional 5,059,010 shares, resulting in additional net proceeds of $102.8 million.
- The company used the net proceeds from the IPO to repay $909.1 million of outstanding principal indebtedness under its First Lien Credit Facility.
Worse than expected
7 August 2024 4:07 PM
Quarterly Report
- The company's net loss increased significantly compared to the same period last year, driven by higher operating expenses, particularly stock-based compensation and third-party fees related to debt repricing.
Capital raise
28 May 2024 6:32 AM
Merger Announcement
- Waystar Holding Corp. is planning an initial public offering (IPO) to sell 45,000,000 shares of its common stock.
- The anticipated price range for the shares is between $20.00 and $23.00 per share.
- The underwriters have an option to purchase up to 6,750,000 additional shares.
- Neuberger Berman Investment Advisers LLC and a wholly owned subsidiary of Qatar Investment Authority (QIA) have indicated an interest in purchasing up to an aggregate of $225.0 million in shares of common stock in this offering at the initial public offering price.
- The company intends to use the net proceeds from this offering to repay outstanding indebtedness under its First Lien Credit Facility.
Capital raise
16 May 2024 11:56 AM
S-1/A Filing
- Waystar Holding Corp. is proposing an initial public offering of its common stock.
- The company intends to list its common stock on the Nasdaq Global Select Market under the symbol WAY.
- The IPO aims to raise funds to repay debt under the First Lien Credit Facility and for general corporate purposes.
- The underwriters have an option to purchase up to additional shares of common stock from the company.
Capital raise
29 April 2024 5:23 PM
S-1/A Filing
- Waystar Holding Corp. proposes to issue and sell shares of common stock to the several underwriters.
- The underwriters have an option to purchase additional shares of common stock from the company.
- The company intends to use the net proceeds from this offering to repay $ million aggregate principal amount of indebtedness under our First Lien Credit Facility, with any remainder to be used for general corporate purposes.
Capital raise
22 March 2024 5:11 PM
S-1/A Filing
- Waystar Holding Corp. is conducting an initial public offering of its common stock.
- The company intends to use the net proceeds from the offering to repay debt and for general corporate purposes.
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