Number of Shares of Common Stock Exchanged and Issued to Unitholders on Split Adjusted Basis |
the existing units of the LLC were cancelled and the number of shares of common stock exchanged and issued to the LLC’s unitholders in the Reorganization is shown in the below table by unit class, on a split adjusted basis:
Cullinan Oncology, LLC Unit Type |
|
Number of Management's
Shares Issued |
|
|
Adjusted for the Reverse
Stock Split |
|
Series C Preferred Units |
|
|
66,599,045 |
|
|
|
9,461,414 |
|
Series B Preferred Units |
|
|
63,141,016 |
|
|
|
8,970,154 |
|
Series A1 Preferred Units |
|
|
50,000,000 |
|
|
|
7,103,280 |
|
Series Seed Preferred Units |
|
|
16,000,000 |
|
|
|
2,273,050 |
|
Non-Voting Incentive Units |
|
|
11,896,500 |
|
|
|
1,689,949 |
|
Common Units |
|
|
34,747,722 |
|
|
|
4,936,415 |
|
Total shares issued |
|
|
242,384,283 |
|
|
|
34,434,262 |
|
|
Summary of LLC Units Previously Reported as Redeemable Preferred Units or Temporary Equity Converted Reclassified to Equity |
All LLC units that were previously reported as Redeemable Preferred Units, or temporary equity, were converted to common stock of the Company upon the execution of the Reorganization and have been reclassified to stockholders’ equity for all periods presented, as if the Reorganization occurred at the beginning of the earliest period presented in the Company’s financial statements for the years ended December 31, 2019 and 2020, and the nine months ended September 30, 2020 as follows:
|
|
As of December 31, 2019 |
|
|
|
As Reported |
|
|
Adjustment |
|
|
As Adjusted |
|
|
|
(in thousands) |
|
Redeemable Preferred Units |
|
|
|
|
|
|
|
|
|
|
|
|
Series Seed Redeemable Preferred Units |
|
$ |
3,956 |
|
|
$ |
(3,956 |
) |
|
$ |
— |
|
Series A1 Redeemable Preferred Units |
|
|
49,946 |
|
|
|
(49,946 |
) |
|
|
— |
|
Series B Redeemable Preferred Units |
|
|
83,872 |
|
|
|
(83,872 |
) |
|
|
— |
|
Series C Redeemable Preferred Units |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Total Redeemable Preferred Units |
|
|
137,774 |
|
|
|
(137,774 |
) |
|
|
— |
|
Stockholders' Equity (Members' Deficit) |
|
|
|
|
|
|
|
|
|
|
|
|
Non-Voting Incentive Units |
|
1 |
|
|
|
(1 |
) |
|
|
— |
|
Common Stock |
|
|
— |
|
|
|
2 |
|
|
|
2 |
|
Additional paid-in capital |
|
770 |
|
|
|
137,773 |
|
|
|
138,543 |
|
Accumulated other comprehensive loss |
|
|
(4 |
) |
|
|
— |
|
|
|
(4 |
) |
Accumulated deficit |
|
|
(41,540 |
) |
|
|
— |
|
|
|
(41,540 |
) |
Total Cullinan Stockholders' Equity (Members' Deficit) |
|
|
(40,773 |
) |
|
|
137,774 |
|
|
|
97,001 |
|
Non-controlling interests in subsidiaries |
|
864 |
|
|
|
— |
|
|
|
864 |
|
Total Stockholders' Equity (Members' Deficit) |
|
$ |
(39,909 |
) |
|
$ |
137,774 |
|
|
$ |
97,865 |
|
|
|
As of September 30, 2020 |
|
|
|
As Reported |
|
|
Adjustment |
|
|
As Adjusted |
|
|
|
(in thousands) |
|
Redeemable Preferred Units |
|
|
|
|
|
|
|
|
|
|
|
|
Series Seed Redeemable Preferred Units |
|
$ |
3,956 |
|
|
$ |
(3,956 |
) |
|
$ |
— |
|
Series A1 Redeemable Preferred Units |
|
|
49,946 |
|
|
|
(49,946 |
) |
|
|
— |
|
Series B Redeemable Preferred Units |
|
|
97,909 |
|
|
|
(97,909 |
) |
|
|
— |
|
Total Redeemable Preferred Units |
|
|
151,811 |
|
|
|
(151,811 |
) |
|
|
— |
|
Stockholders' Equity (Members' Deficit) |
|
|
|
|
|
|
|
|
|
|
|
|
Non-Voting Incentive Units |
|
1 |
|
|
|
(1 |
) |
|
|
— |
|
Common Stock |
|
|
— |
|
|
|
2 |
|
|
|
2 |
|
Additional paid-in capital |
|
|
770 |
|
|
|
151,810 |
|
|
|
152,580 |
|
Accumulated other comprehensive loss |
|
|
59 |
|
|
|
— |
|
|
|
59 |
|
Accumulated deficit |
|
|
(64,993 |
) |
|
|
— |
|
|
|
(64,993 |
) |
Total Cullinan Stockholders' Equity (Members' Deficit) |
|
|
(64,163 |
) |
|
|
151,811 |
|
|
|
87,648 |
|
Non-controlling interests in subsidiaries |
|
|
1,863 |
|
|
|
— |
|
|
|
1,863 |
|
Total Stockholders' Equity (Members' Deficit) |
|
$ |
(62,300 |
) |
|
$ |
151,811 |
|
|
$ |
89,511 |
|
|
|
As of December 31, 2020 |
|
|
|
As Reported |
|
|
Adjustment |
|
|
As Adjusted |
|
|
|
(in thousands) |
|
Redeemable Preferred Units |
|
|
|
|
|
|
|
|
|
|
|
|
Series Seed Redeemable Preferred Units |
|
$ |
3,956 |
|
|
$ |
(3,956 |
) |
|
$ |
— |
|
Series A1 Redeemable Preferred Units |
|
|
49,946 |
|
|
|
(49,946 |
) |
|
|
— |
|
Series B Redeemable Preferred Units |
|
|
97,909 |
|
|
|
(97,909 |
) |
|
|
— |
|
Series C Redeemable Preferred Units |
|
|
124,841 |
|
|
|
(124,841 |
) |
|
|
— |
|
Total Redeemable Preferred Units |
|
|
276,652 |
|
|
|
(276,652 |
) |
|
|
— |
|
Stockholders' Equity (Members' Deficit) |
|
|
|
|
|
|
|
|
|
|
|
|
Non-Voting Incentive Units |
|
1 |
|
|
|
(1 |
) |
|
|
— |
|
Common Stock |
|
|
— |
|
|
|
3 |
|
|
|
3 |
|
Additional paid-in capital |
|
|
15,698 |
|
|
|
276,650 |
|
|
|
292,348 |
|
Accumulated other comprehensive loss |
|
|
(2 |
) |
|
|
— |
|
|
|
(2 |
) |
Accumulated deficit |
|
|
(93,339 |
) |
|
|
— |
|
|
|
(93,339 |
) |
Total Cullinan Stockholders' Equity (Members' Deficit) |
|
|
(77,642 |
) |
|
|
276,652 |
|
|
|
199,010 |
|
Non-controlling interests in subsidiaries |
|
|
1,304 |
|
|
|
— |
|
|
|
1,304 |
|
Total Stockholders' Equity (Members' Deficit) |
|
$ |
(76,338 |
) |
|
$ |
276,652 |
|
|
$ |
200,314 |
|
|