Item 3.02 Unregistered Sales of Equity Securities.
As previously disclosed, on October 26, 2022, View, Inc. (the "Company")
completed the sale to certain purchasers (the "Purchasers") of $200.0 million
aggregate principal amount of the Company's 6.00% / 9.00% Convertible Senior PIK
Toggle Notes due 2027 (the "Notes") pursuant to the Investment Agreement (the
"Investment Agreement"), dated as of October 25, 2022, by and among the Company
and the Purchasers.
On January 12, 2023, one of the Purchasers exercised its right to convert its
Note with aggregate principal amount of $18.0 million in full. As a result, the
Company issued 16,822,429 shares of its Class A common stock, par value $0.0001
per share ("Common Stock"), to BNP Paribas Asset Management UK Limited as agent
on behalf of BNP Paribas Funds Energy Transition ("BNP") in a private placement
pursuant to an exemption from the registration requirements of the Securities
Act of 1933, as amended (the "Securities Act"). The Company issued the shares of
Common Stock to BNP in reliance on the exemption from registration provided by
Section 4(a)(2) of the Securities Act. The Company is relying on this exemption
from registration based in part on representations made by BNP in the Investment
Agreement.
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