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July 29, 2011
By Ezra Brook

Update (August 1, 2011):
CARB filed Amendment #5 on July 29, 2011: Carbonite SEC Filing

Carbonite online backup has added an amendment to its IPO filing filed on May 12, 2011. We have reported Carbonite’s IPO offerings here and here.

In this latest 130 plus page SEC filing submitted on July 28, 2011, Carbonite, plans to offer 6.25 million shares, plus optional 937,500 additional shares for underwriters, for a total share amount of 7,187,500. The shares are valued from $15 to $17. This valuation increases Carbonite’s maximum offering price to $122.2 million, up from the $100 million as initially proposed in May 2011.

Here is the summary of the offering

THE OFFERING

Common stock offered:

By Carbonite, Inc.: 5,366,473 shares

By the selling stockholders: 883,527 shares

Shares outstanding after the offering: 24,000,105 shares (or 24,937,605 shares if the underwriters exercise their over allotment option in full)

Over allotment option: By Carbonite, Inc. 937,500 shares

Use of proceeds: We expect that the net proceeds to us from this offering, based on an assumed initial public offering price of $16.00 per share, the mid-point of the price range set forth on the cover page of this prospectus, will be approximately $77.2 million after deducting underwriting discounts and commissions and estimated offering expenses payable by us. We intend to use the net proceeds from this offering for general corporate purposes, including working capital, sales and marketing activities, general and administrative matters, and capital expenditures. We may also use a portion of the net proceeds to acquire, invest in, or obtain rights to complementary technologies, solutions, or businesses. We will not receive any proceeds from the sale of common stock by the selling stockholders. See Use of Proceeds.

The number of shares of our common stock outstanding after this offering is based on 18,633,632 shares outstanding as of June 30, 2011, and excludes:

2,037,410 shares of common stock issuable upon the exercise of outstanding options at June 30, 2011 to purchase our common stock granted pursuant to our 2005 Stock Incentive Plan at a weighted average exercise price of $3.39 per share;

11,316 shares of common stock issuable upon the exercise of outstanding warrants at an exercise price of $2.32 per share;

266,268 additional shares of common stock reserved for issuance under our 2005 Stock Incentive Plan as of June 30, 2011; and

1,662,000 additional shares of common stock reserved for issuance under our 2011 Equity Award Plan.

Except as otherwise indicated, information in this prospectus reflects or assumes the following:

that our amended and restated certificate of incorporation, which we will file in connection with the completion of this offering, is in effect;

the automatic conversion of all outstanding shares of our preferred stock and warrants to purchase shares of our preferred stock into 13,483,473 shares of common stock and warrants to purchase 11,316 shares of common stock, respectively, upon the completion of this offering; and

no exercise of the underwriters over allotment option to purchase up to 937,500 additional shares of our common stock.

After this offering, our directors, executive officers, and holders of more than 5% of our common stock prior to this offering, together with their affiliates, will beneficially own, in the aggregate, approximately 50.2% of our outstanding common stock, assuming no exercise of the underwriters option to purchase additional shares of our common stock in this offering.

As for its revenue, Carbonite says,

“Our revenue has grown from $8.2 million in fiscal 2008 to $38.6 million in fiscal 2010 and $27.2 million in the six months ended June 30, 2011. At the same time, our total operating costs have grown from $21.8 million in fiscal 2008 to $48.2 million in fiscal 2010 and $26.9 million in the six months ended June 30, 2011, principally as a result of our investment in customer acquisition. We expect to continue to devote substantial resources to customer acquisition, improving our technologies, and expanding our solutions. In addition, we expect to invest heavily in our operations to support anticipated growth and public company reporting and compliance obligations. We defer revenue over our customers subscription periods but expense marketing costs as incurred. As a result of these factors, we expect to continue to incur GAAP operating losses on an annual basis for the foreseeable future.”

Carbonite’s shares will be traded on the Nasdaq market under the symbol CARB; and the IPO is expected in the next few weeks.

Update (August 1, 2011):
CARB filed Amendment #5 on July 29, 2011: Carbonite SEC Filing

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