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Delaware
(State or Other Jurisdiction of
Incorporation or Organization) |
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6770
(Primary Standard Industrial
Classification Code Number) |
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87-2876494
(I.R.S. Employer
Identification No.) |
|
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Greg Kress
Chief Executive Officer 30-02 48th Avenue Long Island City, NY 11101 |
| |
Hozefa M. Botee, Esq.
Jeffrey R. Vetter, Esq. Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP 1250 Broadway, 23rd Floor New York, New York 10001 Telephone: (212) 730-8133 Fax: (877) 881-3007 |
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Large accelerated filer
☐
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| |
Accelerated filer
☐
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Non-accelerated
☒
|
| |
Smaller reporting company
☒
Emerging growth company
☒
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| | ||||||||||||||||
Title of Securities to be Registered
|
| | |
Amount to be
Registered(1)(2) |
| | |
Proposed Maximum
Offering Price per Share |
| | |
Proposed Maximum
Offering Price |
| | |
Amount of
Registration Fee |
|
Common Stock, par value $0.0001 per share(3)
|
| | |
7,500,000
|
| | |
$7.23(12)
|
| | |
$54,225,000
|
| | |
$5,026.66
|
|
Common Stock, par value $0.0001 per share(4)
|
| | |
6,834,051
|
| | |
$7.23(12)
|
| | |
$49,410,188.73
|
| | |
$4,580.32
|
|
Common Stock, par value $0.0001 per share(5)
|
| | |
2,760,000
|
| | |
$7.23(12)
|
| | |
$19,954,800
|
| | |
$1,849.81
|
|
Common Stock, par value $0.0001 per share(6)
|
| | |
13,800,000
|
| | |
$11.50
|
| | |
$158,700,000
|
| | |
$14,711.49
|
|
Common Stock, par value $0.0001 per share(7)
|
| | |
3,562,000
|
| | |
$11.50
|
| | |
$40,963,000
|
| | |
$3,797.27
|
|
Common Stock, par value $0.0001 per share(8)
|
| | |
500,000
|
| | |
$11.50
|
| | |
$5,750,000
|
| | |
$533.03
|
|
Common Stock, par value $0.0001 per share(9)
|
| | |
548,000
|
| | |
$11.50
|
| | |
$6,302,000
|
| | |
$584.20
|
|
Warrants to purchase Common Stock(10)
|
| | |
3,562,000
|
| | |
$—(13)
|
| | |
$—(13)
|
| | |
$—(13)
|
|
Warrants to purchase Common Stock(11)
|
| | |
500,000
|
| | |
$—(13)
|
| | |
$—(13)
|
| | |
$—(13)
|
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Total
|
| | | | | | | | | | | | | | |
$31,082.78 (14)
|
|
Expense
|
| |
Estimated
Amount |
| |||
Securities and Exchange Commission registration fee
|
| | | $ | 31,083 | | |
Accounting fees and expenses
|
| | | | 35,000 | | |
Legal fees and expenses
|
| | | | 150,000 | | |
Financial printing and miscellaneous expenses
|
| | | | 65,000 | | |
Total
|
| | | $ | 281,083 | | |
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Exhibit No.
|
| |
Description
|
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Included
|
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Form
|
| |
Filing Date
|
|
|
2.1+
|
| | Agreement and Plan of Merger and Reorganization, dated as of April 28, 2021, by and among Galileo, Galileo Founders Holdings, L.P., in the capacity as the Purchaser Representative thereunder, Shapeways, Inc., and Fortis Advisors LLC, in the capacity as the Seller Representative thereunder. | | |
By Reference
|
| |
8-K
|
| |
April 30, 2021
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|
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3.1
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| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
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|
3.2
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| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
|
|
|
Exhibit No.
|
| |
Description
|
| |
Included
|
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Form
|
| |
Filing Date
|
|
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3.3
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| | | |
By Reference
|
| |
S-1
|
| |
October 20, 2021
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| |
|
4.1
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| | | |
By Reference
|
| |
S-4
|
| |
June 9, 2021
|
| |
|
5.1
|
| | | |
By Reference
|
| |
S-1
|
| |
October 20, 2021
|
| |
|
10.1
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| | | |
By Reference
|
| |
S-4
|
| |
June 9, 2021
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|
10.2
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| | | |
By Reference
|
| |
S-4
|
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June 9, 2021
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|
10.3
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| | | |
By Reference
|
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S-4
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June 9, 2021
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10.4
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| | | |
By Reference
|
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S-4/A
|
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July 22, 2021
|
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|
10.5
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| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
|
| |
|
10.6
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| | | |
By Reference
|
| |
S-4/A
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June 9, 2021
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10.7
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By Reference
|
| |
S-4/A
|
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June 9, 2021
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10.8
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By Reference
|
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S-4/A
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June 9, 2021
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10.9
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By Reference
|
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S-4/A
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June 9, 2021
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10.10
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By Reference
|
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S-4/A
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June 9, 2021
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10.11#
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By Reference
|
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S-4
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June 9, 2021
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|
10.12#
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By Reference
|
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S-4
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June 9, 2021
|
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|
10.13#
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By Reference
|
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S-4
|
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June 9, 2021
|
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|
10.14
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| | | |
By Reference
|
| |
S-4/A
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August 16, 2021
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|
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Exhibit No.
|
| |
Description
|
| |
Included
|
| |
Form
|
| |
Filing Date
|
|
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10.15
|
| | | |
By Reference
|
| |
S-4/A
|
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September 1, 2021
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|
10.16
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| | | |
By Reference
|
| |
S-4/A
|
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September 1, 2021
|
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|
10.17.1
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| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
|
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|
10.17.2
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| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
|
| |
|
10.17.3
|
| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
|
| |
|
10.17.4
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| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
|
| |
|
10.18
|
| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
|
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|
10.19
|
| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
|
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10.20
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| | | |
By Reference
|
| |
S-4
|
| |
June 9, 2021
|
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10.21
|
| | | |
By Reference
|
| |
8-K
|
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October 5, 2021
|
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10.22
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| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
|
| |
|
10.23
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| | | |
By Reference
|
| |
8-K
|
| |
October 5, 2021
|
| |
|
23.1
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| | | |
By Reference
|
| |
S-1
|
| |
October 20, 2021
|
| |
|
23.2
|
| | | |
By Reference
|
| |
S-1
|
| |
October 20, 2021
|
| |
|
23.3
|
| | | |
By Reference
|
| |
S-1
|
| |
October 20, 2021
|
| |
|
23.4
|
| | | |
By Reference
|
| |
S-1
|
| |
October 20, 2021
|
| |
|
24.1
|
| | | |
By Reference
|
| |
S-1
|
| |
October 20, 2021
|
| |
|
101.INS
|
| | XBRL Instance Document. | | |
Filed Herewith
|
| | | | | | |
|
101.SCH
|
| |
XBRL Taxonomy Extension Schema Document.
|
| |
Filed Herewith
|
| | | | | | |
|
101.CAL
|
| | XBRL Taxonomy Extension Calculation Linkbase Document. | | |
Filed Herewith
|
| | | | | | |
|
Exhibit No.
|
| |
Description
|
| |
Included
|
| |
Form
|
| |
Filing Date
|
|
|
101.DEF
|
| | XBRL Taxonomy Extension Definition Linkbase Document. | | |
Filed Herewith
|
| | | | | | |
|
101.LAB
|
| | XBRL Taxonomy Extension Label Linkbase Document. | | |
Filed Herewith
|
| | | | | | |
|
101.PRE
|
| | XBRL Taxonomy Extension Presentation Linkbase Document. | | |
Filed Herewith
|
| | | | | | |
|
Name
|
| |
Title
|
| |
Date
|
|
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/s/ Greg Kress
Greg Kress
|
| |
Chief Executive Officer and Director
(Principal Executive Officer) |
| |
October 21, 2021
|
|
|
/s/ Jennifer Walsh
Jennifer Walsh
|
| |
Chief Financial Officer
(Principal Financial and Accounting Officer) |
| |
October 21, 2021
|
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|
*
Josh Wolfe
|
| | Executive Chairman and Director | | |
October 21, 2021
|
|
|
*
Alberto Recchi
|
| | Director | | |
October 21, 2021
|
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|
*
Robert Jan Galema
|
| | Director | | |
October 21, 2021
|
|
|
*
Ryan Kearny
|
| | Director | | |
October 21, 2021
|
|
|
*
Patrick S. Jones
|
| | Director | | |
October 21, 2021
|
|
|
*
Leslie Campbell
|
| | Director | | |
October 21, 2021
|
|