Item 1.01. Entry Into a Material Definitive Agreement.
Amendment No. 7 to Financing Agreement
On January 13, 2021 (the "Effective Date"), TherapeuticsMD, Inc., a Nevada
corporation (the "Company"), and its subsidiaries entered into Amendment No. 7
to the Financing Agreement ("Amendment No. 7"), dated as of April 24, 2019, as
amended (the "Financing Agreement"), with the Administrative Agent and the
lenders party thereto, pursuant to which, among other amendments, the minimum
consolidated net revenue requirements attributable to commercial sales of the
Company's IMVEXXY, BIJUVA, and ANNOVERA products for the fiscal quarters ending
March 31, 2021 and June 30, 2021 were reduced to $18 million and $22 million,
respectively. In connection with entering into Amendment No. 7, the Company paid
the Administrative Agent an amendment fee of $5 million. The foregoing summary
of Amendment No. 7 does not purport to be complete and is subject to, and
qualified in its entirety by, the full text of Amendment No. 7, a copy of which
will be filed with the Company's Quarterly Report on Form 10-Q for the quarter
ending March 31, 2021.
Second Amendment to Lender Warrants
On the Effective Date, in connection with entering into Amendment No. 7, the
warrants issued to the Administrative Agent and the lenders under the Financing
Agreement on August 5, 2020, as amended on November 8, 2020 (the "Lender
Warrants"), were further amended to provide for an additional adjustment to the
exercise price if the Company conducts certain dilutive issuances prior to March
31, 2021 (the "Lender Warrants Second Amendment"). The foregoing summary of the
Lender Warrants Second Amendment does not purport to be complete and is subject
to, and qualified in its entirety by, the full text of the Lender Warrants
Second Amendment, a copy of which will be filed with the Company's Quarterly
Report on Form 10-Q for the quarter ending March 31, 2021.
Item 7.01. Regulation FD Disclosure.
The Company is furnishing as Exhibit 99.1 to this Current Report on Form 8-K an
investor presentation which may be used, in whole or in part, and subject to
modification, on January 13, 2021 and at subsequent meetings with investors or
analysts. The information in this Item 7.01 of Form 8-K (including the exhibit)
is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liabilities of that section, nor will
any of such information or exhibits be deemed incorporated by reference into any
filing under the Securities Act of 1933, as amended, or the Securities Exchange
Act of 1934, as amended, except as expressly set forth by specific reference in
such filing.
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