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The company itself is not selling any shares and will not receive proceeds from this transaction. However, Dutch Bros will incur a portion of the costs related to the sale, excluding any underwriting discounts and commissions. Moreover, following the completion of the offering, changes to the company’s board of directors are anticipated, with one director nominated by the selling stockholders set to resign. The selling stockholders will retain the right to designate one director to the board as per the stockholders agreement and the company’s amended and restated certificate of incorporation.
Morgan Stanley is serving as the sole underwriter for the offering, which is being made through a shelf registration statement on Form S-3 that has been filed with the SEC and became effective immediately. Interested investors are directed to the SEC’s website or Morgan Stanley to obtain the prospectus supplement and accompanying prospectus for more details on the offering.
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