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CUSIP No. 45827U109 | | Page 5 of 6 |
Explanatory Note
This Amendment No. 1 to Schedule 13D amends and supplements the Schedule 13D originally filed with the SEC on July 12, 2021 (together, the “Statement”) relating to the common stock, $0.001 par value per share (the “Common Stock”), of Intapp, Inc., a Delaware corporation (the “Issuer”). The Issuer’s principal executive offices are located at 3101 Park Blvd, Palo Alto, CA 94306.
Capitalized terms used but not defined herein have the meanings given to them in the Statement.
Item 2. | Identity and Background |
Schedule A referred to in Item 2 of the Statement is hereby amended and restated in its entirety by Schedule A hereto.
Item 4. | Purpose of Transaction |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows:
May 2023 Public Offering of Common Stock
On May 17, 2023, Anderson Investments Pte. Ltd. (“Anderson Investments”) and certain other holders of shares of Common Stock, as selling stockholders, and the Issuer entered into an underwriting agreement (the “May 2023 Underwriting Agreement”) with BofA Securities, Inc. as representative (the “Representative”) of the underwriters named therein (the “May 2023 Underwriters”) providing for the offer and sale of 1,970,813 shares of Common Stock by Anderson Investments and purchase of such shares by the May 2023 Underwriters at a price of $35.04 per share of Common Stock (including the 30-day option granted by certain selling stockholders to the Underwriters to purchase additional shares of Common Stock, the “May 2023 Offering”). Under the May 2023 Underwriting Agreement, Anderson Investments also granted to the Underwriters a 30-day option to purchase an additional 515,625 shares of Common Stock. The May 2023 Offering, including the exercise of the Underwriters’ option to purchase the full amount of the 515,625 additional shares of Common Stock from Anderson Investments, closed on May 22, 2023. The May 2023 Offering was made pursuant to the 2023 Form S-3, as supplemented by a prospectus supplement dated May 17, 2023.
Pursuant to the May 2023 Underwriting Agreement, Anderson Investments entered into a lock-up agreement (the “May 2023 Lock-Up Agreement”) with the Representative pursuant to which it has agreed with the Representative on behalf of the May 2023 Underwriters, that it will not, subject to customary exceptions, directly or indirectly, offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Stock or any securities convertible into or exercisable or exchangeable for shares of Common Stock during the period beginning on May 17, 2023 and ending on, and including, the date that is 60 days from the date of the May 2023 Underwriting Agreement, except with the prior written consent of the Representative.
The foregoing descriptions of May 2023 Underwriting Agreement and the May 2023 Lock-Up Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of such agreements. The May 2023 Underwriting Agreement (including the form of May 2023 Lock-Up Agreement appended as Exhibit A thereto) has been filed as Exhibit 99.4 hereto and is incorporated herein by reference
Item 5. | Interest in Securities of the Issuer |