UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. | Entry Into a Material Definitive Agreement. |
On February 11, 2021, TherapeuticsMD, Inc., a Nevada corporation, entered into an underwriting agreement (the “Underwriting Agreement”) with Cantor Fitzgerald & Co., as underwriter (the “Underwriter”), relating to an underwritten public offering of 59,459,460 shares (the “Offering”) of the Company’s common stock, par value $0.001 per share (“Common Stock”). Pursuant to the Underwriting Agreement, the Company granted to the Underwriter an option, exercisable for a period of 30 days, to purchase up to 8,918,919 additional shares of Common Stock. The net proceeds to the Company from the offering, excluding any proceeds that may be received from the exercise of the underwriter’s option to purchase additional shares, is expected to be approximately $97.1 million, after deducting the underwriting discounts and commissions and estimated offering expenses payable by the Company. The offering is expected to close on February 16, 2021.
The offering is being made pursuant to the Company’s effective shelf registration statement on Form S-3 (Registration No. 333-226452) previously filed with the Securities and Exchange Commission (the “SEC”), and an accompanying prospectus, previously filed by the Company with the SEC, and declared effective by the SEC on May 5, 2020, as supplemented by a preliminary prospectus supplement filed with the SEC on February 10, 2021 and a final prospectus supplement filed with the SEC on February 16, 2021.
The Underwriting Agreement contains representations, warranties and covenants of the Company that are customary for transactions of this type and customary conditions to closing. Additionally, the Company has agreed to provide the Underwriter with customary indemnification rights under the Underwriting Agreement. The foregoing description of the Underwriting Agreement is qualified in its entirety by reference to the complete text of the Underwriting Agreement, a copy of which is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference. A copy of the opinion of Greenberg Traurig, LLP regarding the validity of the shares of Common Stock issued in the Offering is filed as Exhibit 5.1 to this Current Report on Form 8-K.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit Index
Exhibit Number |
Description of Exhibit | ||
1.1 | Underwriting Agreement, dated February 11, 2021, by and between the Company and Cantor Fitzgerald & Co., as representative of the several underwriters named therein. | ||
5.1 | Opinion of Greenberg Traurig, LLP | ||
23.1 | Consent of Greenberg Traurig, LLP (set forth in Exhibit 5.1). | ||
104 | Cover Page Interactive Data File (the cover page tags are embedded within the Inline XBRL document). | ||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
THERAPEUTICSMD, INC. | |||
Date: February 16, 2021 | |||
By: |
/s/ James C. D’Arecca | ||
James C. D’Arecca Chief Financial Officer |