Coinbase recordsdata shelf registration assertion with the SEC | by Coinbase | Could, 2022


Tl;dr: This shelf registration positions Coinbase to prospectively entry the capital markets shortly and effectively when wanted or when market circumstances are optimum.

In the present day we filed a shelf registration assertion with the Securities and Change Fee (the “SEC”). This shelf registration assertion is meant for use for potential potential choices which can embrace the sale of recent securities for normal company functions.

Whereas we now have no fast plans to supply securities presently, by submitting the shelf registration assertion now, we will supply and promote securities sooner or later ought to we select to take action. We now have chosen to file it at this time with our Type 10-Q since it’s our first quarterly SEC submitting since satisfying the eligibility necessities to be categorised as a well known seasoned issuer.

We now have taken a considerate strategy to our capital construction through the years. Our aim has been, and stays, to boost capital on the lowest value attainable to our stockholders. We count on that this shelf registration assertion will allow us to challenge securities in a a lot shorter timeframe, probably in a matter of days, which can allow us to higher time the market and make the most of volatility or quick home windows of favorable market circumstances ought to we select to take action.

In closing, we imagine this shelf registration assertion is a crucial software that enhances flexibility and higher allows Coinbase to prospectively entry the capital markets shortly and effectively when wanted or when market circumstances are optimum.

Cautionary Assertion Concerning Ahead-Wanting Statements

This weblog submit comprises “forward-looking statements” together with, amongst different issues, statements referring to potential future securities choices by Coinbase; the anticipated timing and motive for any such providing; and the anticipated advantages to Coinbase and its stockholders from the submitting and future use of the shelf registration assertion. Statements containing phrases similar to “may,” “imagine,” “count on,” “intend,” “will,” or related expressions represent forward-looking statements. These forward-looking statements are made pursuant to the protected harbor provisions of the Personal Securities Litigation Reform Act of 1995. These statements contain dangers and uncertainties that would trigger precise outcomes to vary materially, together with, however not restricted to, whether or not any securities are supplied pursuant to the shelf registration assertion; prevailing market circumstances throughout the cryptoeconomy; and the influence of normal financial, trade or political circumstances in the US or internationally. For details about different potential elements that would trigger precise outcomes or occasions to vary materially from these described herein, please assessment the “Danger Components” included in Coinbase’s Registration Assertion on Type S-3 filed with the SEC on Could 10, 2022, in addition to its Quarterly Report on Type 10-Q for the quarterly interval ended March 31, 2022 and different SEC filings. Besides as could also be required by regulation, Coinbase undertakes no obligation, and doesn’t intend, to replace these forward-looking statements after the date of this communication.

This weblog submit is neither a suggestion to promote nor a solicitation of a suggestion to purchase any Coinbase safety that could be issued or offered pursuant to the shelf registration assertion and shall not represent a suggestion, solicitation, or sale in any jurisdiction wherein such supply, solicitation, or sale is illegal.


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