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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Smiledirectclub Inc - Class A
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 25, 2023 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commissio |
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| October 2, 2023 |
2023‐2025 Core Business Guidance 1 Core Business Guidance Revenue: remains relatively flat through 2025 – Represents core business only and does not include new initiatives SMP and CarePlus – Aligner revenue growth driven by pricing increases and increased store count with total volume expected to be flat – Growth offset by decreasing retainer revenue and interest income Gross Margin: expansion of ~350bps from FY 2023 (74%) to FY 2025 (78%) – Higher pricing and volume efficiencies increase gross margin Adj. |
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| October 2, 2023 |
Exhibit. 10.1 SUPERPRIORITY SENIOR SECURED DEBTOR-IN-POSSESSION CREDIT AGREEMENT dated as of September 29, 2023, among SDC FINANCIAL LLC, a debtor and debtor-in-possession under chapter 11 of the Bankruptcy Code, as Borrower, SMILEDIRECTCLUB, INC., a debtor and debtor-in-possession under chapter 11 of the Bankruptcy Code, as the Parent, THE LENDERS FROM TIME TO TIME PARTY HERETO, CLUSTER HOLDCO LL |
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| October 2, 2023 |
Exhibit. 10.2 FORBEARANCE AGREEMENT This LIMITED FORBEARANCE AGREEMENT (this “Agreement”), dated as of September 29, 2023, is entered into by and among SDC U.S. SMILEPAY SPV, a Delaware statutory trust (the “Borrower”), SMILEDIRECTCLUB, LLC, a Tennessee limited liability company (“SmileDirectClub”), as the Seller and initial Servicer (in such capacity, the “Servicer”), SDC Financial LLC, a Delawar |
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| October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 29, 2023 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commissio |
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| October 2, 2023 |
Exhibit. 99.1 SmileDirectClub Seeks to Execute Comprehensive Recapitalization to Strengthen the Business for Sustainable Growth Company Intends to Maintain Normal Operations, Transforming Smiles Without Disruption NASHVILLE, Tenn., September 29, 2023 (GLOBE NEWSWIRE) - SmileDirectClub, Inc. (Nasdaq: SDC, “the Company”), the next generation oral care Company with the first medtech platform for teet |
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| October 2, 2023 |
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK] Exhibit. 10.1 Personal and Confidential September 27, 2023 Re: Retention Bonus Dear Susan: On behalf of SmileDirectClub, Inc. (the “Company”), I am pleased to offer you the opportunity to receive a cash retention bonus if you agree to the terms and conditions contained in this letter agreement (this “Agreement”), which will be effective as of the date you execute and return a copy of this Agreemen |
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| October 2, 2023 |
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK] Exhibit. 10.2 Personal and Confidential September 27, 2023 Re: Retention Bonus Dear Troy: On behalf of SmileDirectClub, Inc. (the “Company”), I am pleased to offer you the opportunity to receive a cash retention bonus if you agree to the terms and conditions contained in this letter agreement (this “Agreement”), which will be effective as of the date you execute and return a copy of this Agreement |
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| August 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 24, 2023 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 8, 2023 |
SmileDirectClub Reports Second Quarter 2023 Financial Results Fourth Consecutive Quarter With Improved Year-Over-Year EPS and Adjusted EBITDA NASHVILLE, Tenn. |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC. |
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| August 8, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 8, 2023 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| August 8, 2023 |
ex101cluster-revolvingcr REVOLVING CREDIT AND SECURITY AGREEMENT This Revolving Credit and Security Agreement (this “Agreement”) is made as of August 4, 2023 by and among SMILEDIRECTCLUB, LLC, a Tennessee limited liability company (“Borrower”), each of the guarantors from time to time party hereto (together, the “Guarantors”, each a “Guarantor”), and CLUSTER HOLDCO LLC, a Delaware limited liability company (“Lender”). |
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| July 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 5, 2023 (June 29, 2023) SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 1, 2023 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| June 1, 2023 |
Ex. 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SMILEDIRECTCLUB, INC. SmileDirectClub, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows: 1.The name of the Corporation is SmileDirectClub, Inc. The original Certificate of Incorporation of |
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| May 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 18, 2023 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 9, 2023 |
SmileDirectClub Reports First Quarter 2023 Financial Results Q1 2023 Revenue Increased 38. |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2023 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC |
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| May 9, 2023 |
Summary of SmileDirectClub, Inc. Compensation for Non-Employee and Non-Affiliated Directors EX-10.12 Summary of SmileDirectClub, Inc. Compensation for Non-Employee and Non-Affiliated Directors (as of April 6, 2023) Non-employee and non-affiliated directors of SmileDirectClub, Inc. (the "Company") will receive compensation for their service as follows: •Each non-employee and non-affiliated director of the Company is eligible to receive an annual grant of restricted stock units ("RSUs"), w |
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| April 21, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| April 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| April 13, 2023 |
SmileDirectClub, Inc. 600,000 Shares Class A Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-267370 PROSPECTUS SUPPLEMENT (to Prospectus dated October 4, 2022) SmileDirectClub, Inc. 600,000 Shares Class A Common Stock We are offering 600,000 shares (the “Shares”) of our Class A common stock, par value $0.0001 per share, directly to a certain investor ( the “Purchaser”), in this offering pursuant to this prospectus supplement and the ac |
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| April 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 13, 2023 (April 12, 2023) SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporatio |
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| April 7, 2023 |
TABLE OF CONTENTS Preliminary Proxy Statement — Subject to Completion UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 27, 2023 |
Exhibit 99.2 Ducera Confidential. Subject to FRE 408. Preliminary Draft – Subject to Material Revision. Illustrative Transaction Counterproposal Project Grin March 26, 2023 Ducera Confidential. Subject to FRE 408. Preliminary Draft – Subject to Material Revision. ▪ Below reflects a summary of proposed key terms with respect to the new money capital (“Secured Delayed Draw Term Loan”): Summary of Ke |
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| March 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 27, 2023 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| March 27, 2023 |
Exhibit 99.1 Ducera Confidential. Subject to FRE 408. Preliminary Draft – Subject to Material Revision. Illustrative Transaction Counterproposal Project Grin March 23, 2023 Ducera Confidential. Subject to FRE 408. Preliminary Draft – Subject to Material Revision. ▪ Below reflects a summary of proposed key terms with respect to the new money capital (“Secured Delayed Draw Term Loan”): Summary of Ke |
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| March 27, 2023 |
Exhibit 99.3 1 3/26/23 Update 2 Forward - Looking Statements This presentation contains forward - looking statements. All statements other than statements of historical facts may be forward - l ooking statements. Forward - looking statements generally relate to future events and include, without limitation, projections, forecasts and estimates ab out possible or assumed future results of our busin |
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| March 24, 2023 |
Calculation of Filing Fee Tables FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SMILEDIRECTCLUB, INC. |
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| March 24, 2023 |
File No. 333- As filed with the Securities and Exchange Commission on March 24, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SMILEDIRECTCLUB, INC. (Exact name of registrant as specified in its charter) Delaware 83-4505317 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer I |
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| February 28, 2023 |
exhibit211-sdccorpstruct The following table lists the direct and indirect subsidiaries of SmileDirectClub, Inc. |
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| February 28, 2023 |
Form of SmileDirectClub, Inc. 2019 Omnibus Equity Incentive Plan Restricted Stock Grant Notice exhibit1010-rsaagreement Exhibit 10.10 1 DIRRSU1YRCV2021-1 SMILEDIRECTCLUB, INC. 2019 OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK GRANT NOTICE SmileDirectClub, Inc., a Delaware corporation (the “Company”), pursuant to the SmileDirectClub, Inc. 2019 Omnibus Incentive Plan and any applicable sub-plan for a particular country, as applicable (together, the “Plan”), has granted to the participant se |
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| February 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC. (Ex |
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| February 28, 2023 |
Summary of SmileDirectClub, Inc. Compensation for Non-Employee and Non-Affiliated Directors exhibit1012-exhibitdire Exhibit 10.12 Summary of SmileDirectClub, Inc. Compensation for Non-Employee and Non-Affiliated Directors (as of February 17, 2023) Non-employee and non-affiliated directors of SmileDirectClub, Inc. (the “Company”) will receive compensation for their service as follows: • Each non-employee and non-affiliated director of the Company is eligible to receive an annual grant of |
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| February 28, 2023 |
SmileDirectClub Reports Fourth Quarter and Full Year 2022 Financial Results Disciplined Cost Management Continues Driving Improved Cash Flow NASHVILLE, Tenn. |
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| February 28, 2023 |
Restricted Stock Unit Grant Notice (for Non-Employee and Non-Affiliated Directors) exhibit1013-rsuagreement Exhibit 10.13 1 DIRRSU1YRCV2021-1 SMILEDIRECTCLUB, INC. 2019 OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE SmileDirectClub, Inc., a Delaware corporation (the “Company”), pursuant to the SmileDirectClub, Inc. 2019 Omnibus Incentive Plan and any applicable sub-plan for a particular country, as applicable (together, the “Plan”), has granted to the participa |
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| February 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 28, 2023 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 14, 2023 |
SDC / SmileDirectClub, Inc. Class A / Prentice Capital Management, LP - SC 13G/A Passive Investment SC 13G/A 1 tm236686d1sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 13G (Amendment No. 1) SMILEDIRECTCLUB, INC. (Name of Issuer) Class A Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 83192H106 (CUSIP Number of Class of Securities) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box t |
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| February 9, 2023 |
SDC / SmileDirectClub, Inc. Class A / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01917-smiledirectclubinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: SmileDirectClub Inc. Title of Class of Securities: Common Stock CUSIP Number: 83192H106 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to desi |
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| January 17, 2023 |
SmileDirectClub Announces Plan to Drive Profitability, Positive Cash Flow Realignment of global workforce to deliver annual cost savings, positive cash flow, and focus on innovation programs designed for growth Company provides preliminary fourth quarter and full-year 2022 results NASHVILLE, Tenn. |
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| January 17, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 17, 2023 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 18, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 8, 2022 |
EX-1.1 Exhibit 1.1 DISTRIBUTION AGREEMENT November 7, 2022 UBS Securities LLC 1285 Avenue of the Americas New York, New York 10019 Ladies and Gentlemen: SmileDirectClub, Inc., a Delaware corporation (the “Company”), confirms its agreement with UBS Securities LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you” or the “Agent”), with respect to the issua |
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| November 8, 2022 |
SmileDirectClub, Inc. Up to $100,000,000 Class A Common Stock 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No. |
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| November 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 7, 2022 SmileDirectClub, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39037 83-4505317 (State or other jurisdiction of incorporation) (Commission |
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| November 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, |
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| November 7, 2022 |
SmileDirectClub Reports Third Quarter 2022 Financial Results Disciplined Cost Management Drove Improving Cash Flow Raises Midpoint of 2022 Revenue and Adjusted EBITDA Guidance NASHVILLE, Tenn. |
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| November 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 7, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission |
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| October 3, 2022 |
SMILEDIRECTCLUB, INC. 414 UNION STREET NASHVILLE, TN 37219 SMILEDIRECTCLUB, INC. 414 UNION STREET NASHVILLE, TN 37219 VIA EDGAR October 3, 2022 Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Alan Campbell Re: SmileDirectClub, Inc. Registration Statement on Form S-3 File No. 333-267370 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933 |
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| September 23, 2022 |
United States Securities and Exchange Commission September 23, 2022 September 23, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, NE Washington, D. |
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| September 23, 2022 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) SMILEDIRECTCLUB, INC. |
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| September 23, 2022 |
As filed with the Securities and Exchange Commission on September 23, 2022 As filed with the Securities and Exchange Commission on September 23, 2022 Registration No. |
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| September 9, 2022 |
As filed with the Securities and Exchange Commission on September 9, 2022 As filed with the Securities and Exchange Commission on September 9, 2022 Registration No. |
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| September 9, 2022 |
Form of Indenture for debt securities between the registrant and the trustee to be named therein =================================================================== SMILEDIRECTCLUB, INC. |
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| September 9, 2022 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) SMILEDIRECTCLUB, INC. |
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| August 8, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 8, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC. |
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| August 8, 2022 |
SmileDirectClub Reports Second Quarter 2022 Financial Results Adjusted EBITDA and CapEx Improvements Drove Improving Cash Flow NASHVILLE, Tenn. |
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| July 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 22, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| July 25, 2022 |
SmileDirectClub Announces Appointment of Alex Dimitrief to Board of Directors Reputable Business Leader Brings Experience Navigating Complex Commercial, Legal and Organizational Environments NASHVILLE, Tenn. |
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| June 8, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 3, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| June 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 3, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| June 6, 2022 |
SmileDirectClub Appoints Troy Crawford as Chief Financial Officer Proven In-House Executive Positioned To Advance Strategic Growth Initiatives For Profitability NASHVILLE, Tenn. |
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| June 1, 2022 |
Calculation of Filing Fee Tables FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SMILEDIRECTCLUB, INC. |
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| June 1, 2022 |
S-8 1 sdcs-8evergreenincentivepl.htm S-8 File No. 333- As filed with the Securities and Exchange Commission on June 1, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SMILEDIRECTCLUB, INC. (Exact name of registrant as specified in its charter) Delaware 83-4505317 (State or other jurisdiction of incorporat |
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| May 31, 2022 |
SmileDirectClub Announces Appointment of Linda Williams to Board of Directors SmileDirectClub Announces Appointment of Linda Williams to Board of Directors Transformational Healthcare Executive Brings Valuable Expertise and Perspective NASHVILLE, Tenn. |
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| May 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 26, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 9, 2022 |
SmileDirectClub Reports First Quarter 2022 Financial Results Q1 2022 Revenue Increased 20. |
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| May 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC |
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| April 28, 2022 |
Execution Version LOAN AGREEMENT by and among SDC U.S. SMILEPAY SPV, as the Borrower, SMILEDIRECTCLUB, LLC, as the Seller and Servicer, HPS Investment Partners, LLC as the Administrative Agent and the Collateral Agent, and the LENDERS from time to time party hereto. Dated as of April 27, 2022 |US-DOCS\130674191.18|| TABLE OF CONTENTS Page Article I LOANS 1 Section 1.01 Loans 1 Section 1.02 Borrowi |
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| April 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 27, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| April 22, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi |
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| March 2, 2022 |
SDC / SmileDirectClub, Inc. Class A / Prentice Capital Management, LP - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 13G (Amendment No. ) SMILEDIRECTCLUB, INC. (Name of Issuer) Class A Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 83192H106 (CUSIP Number of Class of Securities) February 22, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi |
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| March 1, 2022 |
Exhibit 21.1 The following table lists the direct and indirect subsidiaries of SmileDirectClub, Inc. as of December 31, 2021 Name of Subsidiary Jurisdiction/State of Incorporation Access Dental Lab, LLC Tennessee CAMF II, LLC Delaware Ortho Lab Services, LLC Delaware SDC Canada Inc. Canada SDC Financial, LLC Delaware SDC Holding, LLC Tennessee SDC Plane, LLC Delaware SDC US SmilePay SPV Delaware S |
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| March 1, 2022 |
Summary of SmileDirectClub, Inc. Compensation for Non-Employee and Non-Affiliated Directors Exhibit 10.12 Summary of SmileDirectClub, Inc. Compensation for Non-Employee and Non-Affiliated Directors (as of February 22, 2022) Non-employee and non-affiliated directors of SmileDirectClub, Inc. (the ?Company?) will receive compensation for their service as follows: ?Each non-employee and non-affiliated director of the Company is eligible to receive an annual grant of restricted stock units (? |
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| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC. (Ex |
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| February 28, 2022 |
SmileDirectClub Reports Fourth Quarter and Full Year 2021 Financial Results SmileDirectClub Reports Fourth Quarter and Full Year 2021 Financial Results NASHVILLE, Tenn. |
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| February 28, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 28, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 14, 2022 |
SDC / SmileDirectClub, Inc. Class A / 683 Capital Management, LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 1)* SmileDirectClub, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 83192H106 (CUSIP Number) December 31, 2021 (Date o |
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| February 10, 2022 |
SDC / SmileDirectClub, Inc. Class A / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: SmileDirectClub Inc. Title of Class of Securities: Common Stock CUSIP Number: 83192H106 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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| January 24, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 24, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission |
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| January 24, 2022 |
SmileDirectClub Announces Strategic Actions To Increase Profitability International footprint prioritized to markets with the greatest potential for near-term profitability Cost reductions to right size operating structure and focus investments on core growth initiatives Company affirms previously issued revenue guidance for full year 2021 NASHVILLE, Tenn. |
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| January 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2 - Exit Filing)* SmileDirectClub, Inc. (Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securities) 83192H 106 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to |
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| January 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 7, 2022 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission F |
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| December 7, 2021 |
SmileDirectClub Announces Departure Of CFO Kyle Wailes SmileDirectClub Announces Departure Of CFO Kyle Wailes NASHVILLE, Tenn., December 7, 2021 ? SmileDirectClub, Inc. (Nasdaq: SDC), the next generation oral care company with the first medtech platform for teeth straightening, today announced the resignation of Chief Financial Officer Kyle Wailes to pursue a CEO opportunity at a healthcare company. Wailes will remain in his role to support the transi |
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| December 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 7, 2021 (December 1, 2021) SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorpor |
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| November 8, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 8, 2021 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 8, 2021 |
Form of SmileDirectClub, Inc. 2019 Omnibus Equity Incentive Plan Restricted Stock Grant Notice Exhibit 10.1 SMILEDIRECTCLUB, INC. 2019 OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK GRANT NOTICE SmileDirectClub, Inc., a Delaware corporation (the ?Company?), pursuant to the SmileDirectClub, Inc. 2019 Omnibus Incentive Plan and any applicable sub-plan for a particular country, as applicable (together, the ?Plan?), has granted to the participant set forth below (the ?Participant?), as of the d |
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| November 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, |
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| November 8, 2021 |
SmileDirectClub Reports Third Quarter 2021 Financial Results SmileDirectClub Reports Third Quarter 2021 Financial Results NASHVILLE, Tenn., November 8, 2021 - SmileDirectClub, Inc. (Nasdaq: SDC), the next generation oral care company with the first medtech platform for teeth straightening, today announced its financial results for the third quarter ended September 30, 2021. Third Quarter 2021 Financial Highlights ?Total revenue of $138 million, a decrease o |
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| August 30, 2021 |
SDC / SmileDirectClub, Inc. Class A / 683 Capital Management, LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. )* SmileDirectClub, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 83192H106 (CUSIP Number) August 23, 2021 (Date of E |
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| August 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC. |
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| August 9, 2021 |
SmileDirectClub Reports Second Quarter 2021 Financial Results SmileDirectClub Reports Second Quarter 2021 Financial Results NASHVILLE, Tenn., August 9, 2021 - SmileDirectClub, Inc. (Nasdaq: SDC), the next generation oral care company with the first medtech platform for teeth straightening, today announced its financial results for the second quarter ended June 30, 2021. Second Quarter 2021 Financial Highlights ?Total revenue of $174 million, an improvement o |
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| August 9, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 9, 2021 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| June 8, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 3, 2021 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 10, 2021 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 10, 2021 |
Summary of SmileDirectClub, Inc. Compensation for Non-Employee and Non-Affiliated Directors Summary of SmileDirectClub, Inc. Compensation for Non-Employee and Non-Affiliated Directors (as of April 1, 2021) Non-employee and non-affiliated directors of SmileDirectClub, Inc. (the ?Company?) receive compensation for their service as follows: ?Dr. William H. Frist will receive an annual grant of restricted stock units (?RSUs?) commencing on April 1, 2021, with a grant date fair value of $150, |
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| May 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC |
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| May 10, 2021 |
SmileDirectClub Reports First Quarter 2021 Financial Results SmileDirectClub Reports First Quarter 2021 Financial Results NASHVILLE, Tenn., May 10, 2021 - SmileDirectClub, Inc. (Nasdaq: SDC), the next generation oral care company with the first medtech platform for teeth straightening, today announced its financial results for the first quarter ended March 31, 2021. First Quarter 2021 Financial Highlights ?First quarter total revenue of $199 million, up 8% |
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| May 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 3, 2021 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 23, 2021 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549? SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? ? |
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| April 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 31, 2021 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| April 2, 2021 |
Regulation FD Disclosure, Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Amendment No. 1 to Form 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 29, 2021 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of I |
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| April 2, 2021 |
SmileDirectClub Announces Appointment of Ted Ward to Board of Directors AdAge Power Player Brings to Company’s Board More Than Three Decades of Marketing Expertise as GEICO CMO NASHVILLE, Tenn. |
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| April 1, 2021 |
Regulation FD Disclosure, Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 29, 2021 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| March 12, 2021 |
Exhibit 21.1 SUBSIDIARIES OF REGISTRANT The following table lists the direct and indirect subsidiaries of SmileDirectClub, Inc. as of December 31, 2020 Name of Subsidiary Jurisdiction/State of Incorporation Access Dental Lab TX, LLC Tennessee Access Dental Lab, LLC Tennessee SDC Canada Inc. Canada SDC Financial, LLC Tennessee SDC Holding, LLC Tennessee SDC Plane, LLC Delaware SDC US Smilepay SPV D |
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| March 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC. (Ex |
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| March 12, 2021 |
Exhibit 4.3 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a description of the Class A common stock, par value $0.0001 per share (the ?Class A common stock?) of SmileDirectClub, Inc. (the ?Company?) which is the only security of the Company registered pursuant to Section 12 of the Securities Exchange Act of 1934 |
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| March 12, 2021 |
Summary of SmileDirectClub, Inc. Compensation for Non-Employee and Non-Affiliated Directors Exhibit 10.12 Summary of SmileDirectClub, Inc. Compensation for Non-Employee and Non-Affiliated Directors (as of March 3, 2021) Non-employee and non-affiliated directors of SmileDirectClub, Inc. (the ?Company?) receive compensation for their service as follows: ?Dr. William H. Frist will receive an annual grant of restricted stock units (?RSUs?) commencing on April 1, 2021, with a grant date fair |
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| March 4, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 4, 2021 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| March 4, 2021 |
SmileDirectClub Reports Fourth Quarter and Full Year 2020 Financial Results SmileDirectClub Reports Fourth Quarter and Full Year 2020 Financial Results NASHVILLE, Tenn. |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 11, 2021 SmileDirectClub, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39037 83-4505317 (State or other jurisdiction of incorporation) (Commission |
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| February 16, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 1)* SmileDirectClub, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 83192H106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing |
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| February 10, 2021 |
Form of Capped Call Confirmation. Exhibit 10.1 [Dealer Address] February 4, 2021 To: SmileDirectClub, Inc. 414 Union St. 8th Floor Nashville, TN 37219 Attn: Susan Greenspon Rammelt, Chief Legal Officer Email: [] Re: Base Call Option Transaction The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [Dealer] (“Dealer”) and SmileDirectClub |
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| February 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 9, 2021 SmileDirectClub, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39037 83-4505317 (State or other jurisdiction of incorporation) (Commission |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: SmileDirectClub Inc. Title of Class of Securities: Common Stock CUSIP Number: 83192H106 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐ Ru |
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| February 10, 2021 |
Exhibit 4.1 SMILEDIRECTCLUB, INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of February 9, 2021 0.00% Convertible Senior Notes due 2026 TABLE OF CONTENTS Page Article 1. Definitions; Rules of Construction 1 Section 1.01. Definitions 1 Section 1.02. Other Definitions 13 Section 1.03. Rules of Construction 14 Article 2. The Notes 14 Section 2.01. Form, Dating and Denom |
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| February 9, 2021 |
SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SmileDirectClub, Inc. (Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securities) 83192H 106 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to design |
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| February 5, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 4, 2021 SmileDirectClub, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39037 83-4505317 (State or other jurisdiction of incorporation) (Commission |
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| February 5, 2021 |
SmileDirectClub, Inc. Prices Upsized $650,000,000 Convertible Senior Notes Offering Exhibit 99.1 SmileDirectClub, Inc. Prices Upsized $650,000,000 Convertible Senior Notes Offering NASHVILLE, Tenn., February 4, 2021- SmileDirectClub, Inc. (“SmileDirectClub”) (NASDAQ: SDC) today announced the pricing of its offering of $650,000,000 aggregate principal amount of 0.00% convertible senior notes due 2026 (the “notes”) in a private offering that is exempt from the registration requirem |
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| February 4, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 4, 2021 Smile DirectClub, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39037 83-4505317 (State or other jurisdiction of incorporation) (Commission |
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| February 4, 2021 |
Exhibit 99.1 SmileDirectClub, Inc. Announces Proposed Convertible Senior Notes Offering NASHVILLE, Tenn., February 4, 2021- SmileDirectClub, Inc. (“SmileDirectClub”) (NASDAQ: SDC) today announced its intention to offer, subject to market and other conditions, $350,000,000 aggregate principal amount of convertible senior notes due 2026 (the “notes”) in a private offering that is exempt from the reg |
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| November 16, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 16, 2020 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 16, 2020 |
SmileDirectClub Reports Third Quarter 2020 Financial Results SmileDirectClub Reports Third Quarter 2020 Financial Results NASHVILLE, Tenn., November 16, 2020 - SmileDirectClub, Inc. (Nasdaq: SDC) today announced its financial results for the third quarter ended September 30, 2020. Third Quarter 2020 Financial Highlights •Third quarter total revenue of $169 million. •Third quarter net loss of $(43) million. •Third quarter Adjusted EBITDA of $3 million. •Thir |
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| November 16, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, |
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| August 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC. |
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| August 12, 2020 |
SmileDirectClub Reports Second Quarter 2020 Financial Results SmileDirectClub Reports Second Quarter 2020 Financial Results NASHVILLE, Tenn., August 12, 2020 - SmileDirectClub, Inc. (Nasdaq: SDC) today announced its financial results for the second quarter ended June 30, 2020. Second Quarter 2020 Financial Highlights • Second quarter total revenue of $107 million. • Second quarter net loss of $(95) million.(1) • Second quarter Adjusted EBITDA of $(20) millio |
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| August 12, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 12, 2020 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission F |
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| June 9, 2020 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 4, 2020 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 15, 2020 |
Execution Version LOAN AGREEMENT by and among SDC U.S. SMILEPAY SPV, as the Borrower, SMILEDIRECTCLUB, LLC, as the Seller and Servicer, HPS Investment Partners, LLC as the Administrative Agent and the Collateral Agent, and the LENDERS from time to time party hereto. Dated as of May 12, 2020 14850-2423-7500.1 4833-3345-6311 4829-3096-7227 4838-8137-7211 4851-8445-4588 4818-6623-9676 US-DOCS\1145139 |
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| May 15, 2020 |
Form of Warrants to Purchase Class A Common Stock of SmileDirectClub, Inc. issued May 12, 2020. Form NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. |
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| May 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC |
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| May 13, 2020 |
SmileDirectClub Reports First Quarter 2020 Financial Results SmileDirectClub Reports First Quarter 2020 Financial Results May 13, 2020 Nashville, TN, May 13, 2020 (GLOBE NEWSWIRE) - SmileDirectClub, Inc. |
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| May 13, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 13, 2020 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 24, 2020 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| April 17, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 17, 2020 (April 15, 2020) SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporatio |
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| April 3, 2020 |
Exhibit 99.1 SmileDirectClub Shares Update in Response to COVID-19 Outbreak Company continues impression kit business and 3D printing efforts to support medical supply shortage while extending closure of its SmileShops NASHVILLE, Tenn., April 2, 2020 - SmileDirectClub, the industry pioneer and first direct-to-consumer medtech platform for teeth straightening, today announced the company will exten |
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| April 3, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 3, 2020 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| March 20, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 20, 2020 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| March 10, 2020 |
Exhibit 21.1 SUBSIDIARIES OF REGISTRANT The following table lists the direct and indirect subsidiaries of SmileDirectClub, Inc. as of December 31, 2019 Name of Subsidiary Jurisdiction/State of Incorporation Access Dental Lab TX, LLC Tennessee Access Dental Lab, LLC Tennessee CATC Holding, LLC Delaware SDC Canada Inc. Canada SDC Financial, LLC Tennessee SDC Holding, LLC Tennessee SDC Plane, LLC Del |
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| March 10, 2020 |
Exhibit 4.3 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a description of the Class A common stock, par value $0.0001 per share (the “Class A common stock”) of SmileDirectClub, Inc. (the “Company”) which is the only security of the Company registered pursuant to Section 12 of the Securities Exchange Act of 1934 |
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| March 10, 2020 |
SDC / SmileDirectClub, Inc. Class A 10-K - Annual Report - 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the annual period ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, INC. ( |
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| February 25, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 25, 2020 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 25, 2020 |
SmileDirectClub Reports Fourth Quarter and Full Year 2019 Financial Results February 25, 2020 Nashville, TN, Feb. |
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| February 13, 2020 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. )* SmileDirectClub, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 83192H106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing o |
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| February 7, 2020 |
SDC / SmileDirectClub, Inc. Class A / CD&R Investment Associates X, Ltd. - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* SmileDirectClub, Inc. (Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securities) 83192H 106 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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| November 14, 2019 |
SDC / SmileDirectClub, Inc. Class A 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39037 SMILEDIRECTCLUB, |
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| November 12, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 12, 2019 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 12, 2019 |
Exhibit 99.1 SmileDirectClub Reports Third Quarter 2019 Financial Results November 12, 2019 Nashville, TN, Nov. 12, 2019 (GLOBE NEWSWIRE) — SmileDirectClub, Inc. (NASDAQ: SDC) today announced its financial results for the quarter ended September 30, 2019. Third Quarter 2019 Financial Highlights · Third quarter total revenue increased $60.5 million, or 50.6%, over the third quarter of 2018, to $180 |
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| September 17, 2019 |
Amended and Restated Certificate of Incorporation of SmileDirectClub, Inc. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SMILEDIRECTCLUB, INC. Pursuant to Sections 228, 242 and 245 of the Delaware General Corporation Law SmileDirectClub, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows: 1. The name of the Corporation is SmileDirectClub, |
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| September 17, 2019 |
Seventh Amended and Restated Limited Liability Company Agreement Exhibit 10.1 SDC FINANCIAL LLC a Delaware Limited Liability Company SEVENTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT THE UNITS DESCRIBED AND REPRESENTED BY THIS LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY APPLICABLE STATE SECURITIES LAWS AND ARE RESTRICTED SECURITIES AS THAT TERM IS DEF |
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| September 17, 2019 |
Amended and Restated By-laws of SmileDirectClub, Inc. Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF SMILEDIRECTCLUB, INC. A Delaware Corporation Effective September 13, 2019 TABLE OF CONTENTS Page ARTICLE I OFFICES 1 Section 1.1 Registered Office 1 Section 1.2 Other Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 Section 2.1 Place of Meetings 1 Section 2.2 Annual Meetings 1 Section 2.3 Special Meetings 1 Section 2.4 Nature of Business at Meetings of St |
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| September 17, 2019 |
Voting Agreement by and among David Katzman and the parties named therein Exhibit 10.3 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”) is made as of September 13, 2019, by and among SmileDirectClub, Inc., a Delaware corporation (the “Company”) and the persons and entities listed on the signature pages hereto (each, together with its successors, a “Stockholder” and collectively, the “Stockholders”). As used herein, the term “Majority Holder” shall mean David B. |
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| September 17, 2019 |
Tax Receivable Agreement, by and among SmileDirectClub, Inc. and certain holders described therein Exhibit 10.2 TAX RECEIVABLE AGREEMENT This TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of September 13, 2019, is hereby entered into by and among SmileDirectClub, Inc., a Delaware corporation (the “Corporation”), SDC Financial LLC, a Delaware limited liability company (the “Company”), and each of the Members (as defined herein). RECITALS WHEREAS, the Members |
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| September 17, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 13, 2019 SmileDirectClub, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39037 83-4505317 (State or Other Jurisdiction of Incorporation) (Commissio |
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| September 16, 2019 |
SmileDirectClub, Inc. 2019 Stock Purchase Plan EX-4.2 3 a19-184701ex4d2.htm EX-4.2 Exhibit 4.2 SMILEDIRECTCLUB, INC. 2019 STOCK PURCHASE PLAN The following constitute the provisions of the 2019 Stock Purchase Plan of SmileDirectClub, Inc. 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Subsidiaries with an opportunity to purchase Common Stock of the Company through accumulated payroll deductions. I |
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| September 16, 2019 |
SmileDirectClub, Inc. 2019 Omnibus Incentive Plan Exhibit 4.1 SMILEDIRECTCLUB, INC. 2019 OMNIBUS INCENTIVE PLAN (Adopted by the Board on August 29, 2019; Approved by the holders of capital stock of the Company on September 5, 2019; IPO Date on September 11, 2019) 1. Purposes of the Plan. The purposes of this 2019 Omnibus Incentive Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide a |
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| September 16, 2019 |
SDC / SmileDirectClub, Inc. Class A S-8 - - S-8 As filed with the Securities and Exchange Commission on September 16, 2019 Registration No. |
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| September 13, 2019 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS SDC Financial, LLC Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. |
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| September 9, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) or (g) OF THE SECURITIES EXCHANGE ACT OF 1934 SMILEDIRECTCLUB, INC. (Exact name of registrant as specified in its charter) Delaware 83-4505317 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) |
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| September 9, 2019 |
Form of Amended and Restated Limited Liability Company Agreement of SDC Financial, LLC Exhibit 10.2 FORM OF SDC FINANCIAL LLC a Delaware Limited Liability Company SEVENTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT THE UNITS DESCRIBED AND REPRESENTED BY THIS LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?) OR ANY APPLICABLE STATE SECURITIES LAWS AND ARE RESTRICTED SECURITIES AS THAT TER |
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| September 9, 2019 |
Form of Amended and Restated Certificate of Incorporation Exhibit 3.1 FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SMILEDIRECTCLUB, INC. Pursuant to Sections 228, 242 and 245 of the Delaware General Corporation Law SmileDirectClub, Inc. (the ?Corporation?), a corporation organized and existing under the General Corporation Law of the State of Delaware (the ?DGCL?), does hereby certify as follows: 1. The name of the Corporation is SmileDir |
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| September 9, 2019 |
Form of SmileDirectClub, Inc. 2019 Stock Purchase Plan(b) Exhibit 10.6 SMILEDIRECTCLUB, INC. 2019 STOCK PURCHASE PLAN The following constitute the provisions of the 2019 Stock Purchase Plan of SmileDirectClub, Inc. 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Subsidiaries with an opportunity to purchase Common Stock of the Company through accumulated payroll deductions. It is the intention of the Company t |
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| September 9, 2019 |
SDC / SmileDirectClub, Inc. Class A CORRESP - - September 9, 2019 VIA EDGAR AND EMAIL Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D. |
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| September 9, 2019 |
Form of Underwriting Agreement Exhibit 1.1 SmileDirectClub, Inc. [ ? ] Shares of Class A Common Stock Underwriting Agreement [ ? ], 2019 J.P. Morgan Securities LLC Citigroup Global Markets Inc. As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, NY 10013 Ladies and Ge |
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| September 9, 2019 |
Exhibit 4.2 EXECUTION SDC FINANCIAL LLC REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is made as of August 17, 2018 among SDC Financial LLC, a Tennessee limited liability company (the ?Company?), each of the investors listed on the signature pages hereto under the caption ?Investors? and each other Person who executes a Joinder as an ?Investor? (collectively, |
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| September 9, 2019 |
Exhibit 10.3 TAX RECEIVABLE AGREEMENT This TAX RECEIVABLE AGREEMENT (as amended from time to time, this ?Agreement?), dated as of [ ], 2019, is hereby entered into by and among SmileDirectClub, Inc., a Delaware corporation (the ?Corporation?), SDC Financial LLC, a Delaware limited liability company (the ?Company?), and each of the Members (as defined herein). RECITALS WHEREAS, the Members hold Com |
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| September 9, 2019 |
As filed with the Securities and Exchange Commission on September 9, 2019. Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS SDC Financial, LLC Table of Contents As filed with the Securities and Exchange Commission on September 9, 2019. |
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| September 9, 2019 |
Form of SmileDirectClub, Inc. Change in Control Severance Agreement Exhibit 10.7 SMILEDIRECTCLUB, INC. CHANGE IN CONTROL SEVERANCE AGREEMENT This CHANGE IN CONTROL SEVERANCE AGREEMENT (this ?Agreement?) is entered into as of [?], 2019 (the ?Effective Date?), by and between SmileDirectClub, Inc. (the ?Company?), and [?] (the ?Participant?). RECITALS WHEREAS, the Board of Directors of the Company believes it is in the best interests of the Company to enter into this |
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| September 9, 2019 |
List of Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of SmileDirectClub, Inc. Name of Subsidiary Jurisdiction of Incorporation SDC Financial LLC Tennessee* SmileDirectClub, LLC Tennessee Access Dental Lab, LLC Tennessee Access Dental Lab TX, LLC Tennessee CATM, LLC Delaware CATC Holdings, LLC Delaware SDC Holding, LLC Tennessee SmileDirectClub, Sociaded An?nima Costa Rica SDC Plane, LLC Delaware SDC U.S. SmilePay SPV Delawa |
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| September 9, 2019 |
Form of SmileDirectClub, Inc. 2019 Omnibus Equity Incentive Plan Stock Option Grant Notice Exhibit 10.9 SMILEDIRECTCLUB, INC. 2019 OMNIBUS EQUITY INCENTIVE PLAN STOCK OPTION GRANT NOTICE SmileDirectClub, Inc., a Delaware corporation, (the ?Company?), pursuant to its 2019 Omnibus Equity Incentive Plan, as may be amended from time to time (the ?Plan?), hereby grants to the holder listed below (?Participant?), an option to purchase the number of shares of the Company?s Class A common stock |
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| September 9, 2019 |
SDC / SmileDirectClub, Inc. Class A CORRESP - - SmileDirectClub, Inc. 414 Union Street Nashville, Tennessee 37219 September 9, 2019 VIA EDGAR AND EMAIL Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Attn: Heather Percival Amanda Ravitz Re: SmileDirectClub, Inc. Registration Statement on Form S-1 (File No. 333-233315) Request for Acceleration of Effective Date Ladies and Gentlemen: We re |
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| September 9, 2019 |
Form of Indemnification Agreement for Officers and Directors Exhibit 10.1 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement is effective as of [?], 2019, (this ?Agreement?) and is between SmileDirectClub, Inc., a Delaware corporation (the ?Company?), and the undersigned director/officer of the Company (the ?Indemnitee?). Background The Company believes that, in order to attract and retain highly competent persons to serve as directors or in o |
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| September 3, 2019 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS SDC Financial, LLC Table of Contents As filed with the Securities and Exchange Commission on September 3, 2019. |
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| September 3, 2019 |
Consent of Carol J. Hamilton, as director nominee Exhibit 99.3 Consent of Director Nominee of SmileDirectClub, Inc. I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of SmileDirectClub, Inc. and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and to all references to me in connection therewith and to the filing of this consent as an exhib |
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| September 3, 2019 |
Letter Regarding Change in Accountants Exhibit 16.1 September 3, 2019 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read SDC Financial LLC?s statements regarding us in the last sentence of the first paragraph and the second paragraph under the heading ?Change In Principal Accountant? as part of the Registration Statement on Form S-1 of SmileDirectClub, Inc. dated September 3, 2 |
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| August 26, 2019 |
SDC / SmileDirectClub, Inc. Class A CORRESP - - FOIA CONFIDENTIAL TREATMENT REQUESTED Confidential Treatment Requested by SmileDirectClub, Inc. |
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| August 16, 2019 |
Form of SmileDirectClub, Inc. 2019 Omnibus Equity Incentive Plan Restricted Stock Unit Grant Notice Exhibit 10.8 FORM OF SMILEDIRECTCLUB, INC. 2019 OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE SmileDirectClub, Inc., a Delaware corporation (the ?Company?), pursuant to the SmileDirectClub, Inc. 2019 Omnibus Incentive Plan and any applicable sub-plan for a particular country, as applicable (together, the ?Plan?), has granted to the participant set forth below (the ?Participant?) |
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| August 16, 2019 |
Exhibit 10.4 Execution Copy LOAN AND SECURITY AGREEMENT by and among SDC U.S. SMILEPAY SPV, as the Borrower, SMILEDIRECTCLUB, LLC, as the Seller and Servicer, JPMORGAN CHASE BANK, N.A., as the Administrative Agent and the Collateral Agent, and the LENDERS from time to time party hereto. Dated as of June 14, 2019 TABLE OF CONTENTS Page ARTICLE I ADVANCES Section 1.01 Advances 1 Section 1.02 Borrowi |
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| August 16, 2019 |
SDC / SmileDirectClub, Inc. Class A CORRESP - - SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP FOUR TIMES SQUARE NEW YORK 10036-6522 TEL: (212) 735-3000 FAX: (212) 735-2000 www. |
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| August 16, 2019 |
Consent of William H. Frist, as director nominee(c) Exhibit 99.1 Consent of Director Nominee of SmileDirectClub, Inc. I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of SmileDirectClub, Inc. and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and to all references to me in connection therewith and to the filing of this consent as an exhib |
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| August 16, 2019 |
Form of SmileDirectClub, Inc. 2019 Omnibus Incentive Plan(b)(c) Exhibit 10.5 FORM OF SMILEDIRECTCLUB, INC. 2019 OMNIBUS INCENTIVE PLAN (Adopted by the Board on [?], 2019; Approved by the holders of capital stock of the Company on [?], 2019; IPO Date on [?]) 1. Purposes of the Plan. The purposes of this 2019 Omnibus Incentive Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive |
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| August 16, 2019 |
Consent of Richard F. Wallman, as director nominee(c) Exhibit 99.2 Consent of Director Nominee of SmileDirectClub, Inc. I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of SmileDirectClub, Inc. and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and to all references to me in connection therewith and to the filing of this consent as an exhib |
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| August 16, 2019 |
Form of Voting Agreement by and among David Katzman and the parties named therein(c) Exhibit 4.1 FORM OF VOTING AGREEMENT THIS VOTING AGREEMENT (this ?Agreement?) is made as of [?], 2019, by and among SmileDirectClub, Inc., a Delaware corporation (the ?Company?) and the persons and entities listed on the signature pages hereto (each, together with its successors, a ?Stockholder? and collectively, the ?Stockholders?). As used herein, the term ?Majority Holder? shall mean David B. K |
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| August 16, 2019 |
Form of SmileDirectClub, Inc. Change in Control Severance Agreement Exhibit 10.7 FORM OF SMILEDIRECTCLUB, INC. CHANGE IN CONTROL SEVERANCE AGREEMENT This CHANGE IN CONTROL SEVERANCE AGREEMENT (this ?Agreement?) is entered into as of [?], 2019 (the ?Effective Date?), by and between SmileDirectClub, Inc. (the ?Company?), and [?] (the ?Participant?). RECITALS WHEREAS, the Board of Directors of the Company believes it is in the best interests of the Company to enter i |
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| August 16, 2019 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS SDC Financial, LLC Table of Contents As filed with the Securities and Exchange Commission on August 16, 2019. |
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| August 16, 2019 |
Form of Amended and Restated By-Laws(c) Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF SMILEDIRECTCLUB, INC. A Delaware Corporation Effective [ ], 2019 TABLE OF CONTENTS Page ARTICLE I OFFICES 1 Section 1.1 Registered Office 1 Section 1.2 Other Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 Section 2.1 Place of Meetings 1 Section 2.2 Annual Meetings 1 Section 2.3 Special Meetings 1 Section 2.4 Nature of Business at Meetings of Stockholder |
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| August 16, 2019 |
Form of SmileDirectClub, Inc. 2019 Employee Stock Purchase Plan Exhibit 10.6 FORM OF SMILEDIRECTCLUB, INC. 2019 EMPLOYEE STOCK PURCHASE PLAN The following constitute the provisions of the 2019 Employee Stock Purchase Plan of SmileDirectClub, Inc. 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Subsidiaries with an opportunity to purchase Common Stock of the Company through accumulated payroll deductions. It is the |
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| August 8, 2019 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS SmileDirectClub, Inc. |
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| August 2, 2019 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS SmileDirectClub, Inc. |
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| August 2, 2019 |
FORM OF SMILEDIRECTCLUB, INC. CHANGE IN CONTROL SEVERANCE AGREEMENT Exhibit 10.7 FORM OF SMILEDIRECTCLUB, INC. CHANGE IN CONTROL SEVERANCE AGREEMENT This CHANGE IN CONTROL SEVERANCE AGREEMENT (this ?Agreement?) is entered into as of [?], 2019 (the ?Effective Date?), by and between SmileDirectClub, Inc. (the ?Company?), and [?] (the ?Participant?). RECITALS WHEREAS, the Board of Directors of the Company believes it is in the best interests of the Company to enter i |
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| August 2, 2019 |
AMENDED AND RESTATED SMILEDIRECTCLUB, INC. A Delaware Corporation Effective [ ], 2019 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF SMILEDIRECTCLUB, INC. A Delaware Corporation Effective [ ], 2019 TABLE OF CONTENTS Page ARTICLE I OFFICES 1 Section 1.1 Registered Office 1 Section 1.2 Other Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 Section 2.1 Place of Meetings 1 Section 2.2 Annual Meetings 1 Section 2.3 Special Meetings 1 Section 2.4 Nature of Business at Meetings of Stockholder |
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| August 2, 2019 |
FORM OF SMILEDIRECTCLUB, INC. 2019 OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE Exhibit 10.8 FORM OF SMILEDIRECTCLUB, INC. 2019 OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE SmileDirectClub, Inc., a Delaware corporation (the ?Company?), pursuant to the SmileDirectClub, Inc. 2019 Omnibus Incentive Plan and any applicable sub-plan for a particular country, as applicable (together, the ?Plan?), has granted to the participant set forth below (the ?Participant?) |
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| August 2, 2019 |
SDC / SmileDirectClub, Inc. Class A DRSLTR - - SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP FOUR TIMES SQUARE NEW YORK 10036-6522 TEL: (212) 735-3000 FAX: (212) 735-2000 www. |
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| August 2, 2019 |
FORM OF SMILEDIRECTCLUB, INC. 2019 EMPLOYEE STOCK PURCHASE PLAN Exhibit 10.6 FORM OF SMILEDIRECTCLUB, INC. 2019 EMPLOYEE STOCK PURCHASE PLAN The following constitute the provisions of the 2019 Employee Stock Purchase Plan of SmileDirectClub, Inc. 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Subsidiaries with an opportunity to purchase Common Stock of the Company through accumulated payroll deductions. It is the |
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| August 2, 2019 |
Exhibit 4.1 FORM OF VOTING AGREEMENT THIS VOTING AGREEMENT (this ?Agreement?) is made as of [?], 2019, by and among SmileDirectClub, Inc., a Delaware corporation (the ?Company?) and the persons and entities listed on the signature pages hereto (each, together with its successors, a ?Stockholder? and collectively, the ?Stockholders?). As used herein, the term ?Majority Holder? shall mean David B. K |
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| August 2, 2019 |
Exhibit 10.5 FORM OF SMILEDIRECTCLUB, INC. 2019 OMNIBUS INCENTIVE PLAN (Adopted by the Board on [?], 2019; Approved by the holders of capital stock of the Company on [?], 2019; IPO Date on [?]) 1. Purposes of the Plan. The purposes of this 2019 Omnibus Incentive Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive |
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| July 12, 2019 |
SDC / SmileDirectClub, Inc. Class A DRSLTR - - SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP FOUR TIMES SQUARE NEW YORK 10036-6522 TEL: (212) 735-3000 FAX: (212) 735-2000 www. |
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| July 12, 2019 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS SmileDirectClub, Inc. |
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| June 19, 2019 |
SDC / SmileDirectClub, Inc. Class A DRSLTR - - SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP FOUR TIMES SQUARE NEW YORK 10036-6522 TEL: (212) 735-3000 FAX: (212) 735-2000 www. |
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| June 19, 2019 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS SmileDirectClub, Inc. |
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| May 3, 2019 |
SDC / SmileDirectClub, Inc. Class A DRSLTR - - Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York, NY 10036 May 3, 2019 CONFIDENTIAL VIA EDGAR Re: SmileDirectClub, Inc. |
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| May 3, 2019 |
DRS 1 filename1.htm Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS SmileDirectClub, Inc. Table of Contents CONFIDENTIAL TREATMENT REQUESTED As confidentially submitted with the United States Securities and Exchange Commission on May 3, 2019. This draft registration statement has not been publicly filed with the United States Securities and Exchange C |
