Filed Pursuant to Rule 424(b)(3)
Registration No. 333-251042
PROSPECTUS
SUPPLEMENT NO. 6
(to Prospectus dated December 8, 2020)
SOC Telemed, Inc.
69,280,960 Shares of Class A Common Stock
350,000 Warrants to Purchase Class A Common Stock
This prospectus supplement
supplements the prospectus dated December 8, 2020 (the "Prospectus"), which forms a part of our registration statement on Form
S-1 (No. 333-251042). This prospectus supplement is being filed to update and supplement the information in the Prospectus with the information
contained in our current report on Form 8-K, filed with the Securities and Exchange Commission on May 10, 2021 (the “Current Report”).
Accordingly, we have attached the Current Report to this prospectus supplement.
The Prospectus and this prospectus
supplement relate to the offer and sale from time to time by the selling securityholders named in the Prospectus (the “Selling Securityholders”)
of up to 56,780,960 shares of our Class A common stock, par value $0.0001 per share, and warrants to purchase an aggregate of 350,000
shares of Class A common stock, consisting of (i) up to 16,800,000 shares of Class A common stock (the “PIPE shares”)
issued in a private placement pursuant to subscription agreements entered into on July 29, 2020, October 22, 2020, and October 23, 2020;
(ii) up to 4,375,000 shares of Class A common stock (the “founder shares”) issued upon consummation of our business
combination with Specialists On Call, Inc. on October 30, 2020 (the “Business Combination”), in exchange for shares of our
Class B common stock originally issued in a private placement to HCMC Sponsor LLC (the “Sponsor”) and subsequently distributed
to the Sponsor’s members; (iii) up to 700,000 shares of Class A common stock (the “private placement shares”)
originally issued in a private placement to the Sponsor and subsequently distributed to the Sponsor’s members; (iv) up to 350,000
warrants to purchase shares of Class A common stock (the “private placement warrants”) originally issued in a private
placement to the Sponsor and subsequently distributed to the Sponsor’s members; (v) up to 350,000 shares of Class A common
stock issuable upon exercise of the private placement warrants; and (vi) up to 34,555,960 shares of Class A common stock (the
“closing shares”) issued in connection with the consummation of the Business Combination to SOC Holdings LLC and certain of
our officers and directors who were officers and directors of Specialists On Call, Inc.
In addition, the Prospectus
relates to the offer and sale of up to 12,500,000 shares of our Class A common stock that are issuable by us upon the exercise of
12,500,000 warrants (the “public warrants” and, together with the private placement warrants, the “warrants”)
that were previously registered.
Our Class A common stock
and warrants are listed on the Nasdaq Global Select Market under the symbols “TLMD” and “TLMDW,” respectively.
On May 7, 2021, the last reported sales price of our Class A common stock was $7.81 per share and the last reported sales price of
our warrants was $1.20 per warrant.
This prospectus supplement
should be read in conjunction with the Prospectus, which is to be delivered with this prospectus supplement. This prospectus supplement
is qualified by reference to the Prospectus, except to the extent that the information in this prospectus supplement updates and supersedes
the information contained in the Prospectus.
This prospectus supplement
is not complete without, and may not be delivered or utilized except in connection with, the Prospectus.
We are an “emerging
growth company” as defined in Section 2(a) of the Securities Act of 1933, as amended, and, as such, have elected to comply
with certain reduced disclosure and regulatory requirements.
________________________________
Investing in our securities
involves risks. See the section entitled “Risk Factors” beginning on page 5 of the Prospectus to
read about factors you should consider before buying our securities.
________________________________
Neither the Securities
and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus
supplement or the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is
May 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): May
4, 2021
SOC TELEMED,
INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-39160
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84-3131208
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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1768 Business Center Drive, Suite 100
Reston, Virginia 20190
(Address of principal executive offices,
including zip code)
Registrant’s telephone number, including
area code: (866) 483-9690
Not Applicable
(Former name or former address, if changed since
last report.)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Class A Common Stock, par value of $0.0001 per share
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TLMD
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The Nasdaq Stock Market LLC
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Warrants, each exercisable for one share of Class A Common Stock for $11.50 per share
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TLMDW
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The Nasdaq Stock Market LLC
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by
check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
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On May 10, 2021, SOC Telemed,
Inc. (the “Company”) announced that the Board of Directors of the Company (the “Board”) has appointed, effective
as of May 4, 2021 (the “Effective Date”), Mr. Gyasi C. Chisely as a Class II director of the Company with a term to expire
at the annual meeting of stockholders to be held in 2022. In connection with the appointment, the Board approved an increase in the size
of the Board, from eight to nine members, effective as of the Effective Date. Mr. Chisley was also appointed to serve on the Audit Committee
of the Board.
As a non-employee director,
Mr. Chisley will receive cash compensation and an equity award for his Board service in accordance with the Company’s Director Compensation
Policy. Mr. Chisley is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K,
and there are no arrangements or understandings between Mr. Chisley and any other persons pursuant to which he was selected as a director.
In addition, Mr. Chisley has entered into an indemnification agreement with the Company consistent with the form of indemnification agreement
entered into between the Company and each of its current directors.
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Item 7.01.
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Regulation FD Disclosure.
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On May 10, 2021, the Company
issued a press release announcing the appointment of Mr. Chisley to the Board. A copy of the press release is attached hereto as Exhibit
99.1.
The information included
in this Item 7.01 and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that
section, nor shall any such information or exhibits be deemed incorporated by reference in any filing under the Securities Act or the
Exchange Act, except as shall be expressly set forth by specific reference in such document.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
Exhibit No.
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Description
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99.1
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Press Release, dated May 10, 2021.
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SIGNATURE
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.
Date: May 10, 2021
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By:
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/s/ Eunice Kim
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Name:
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Eunice Kim
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Title:
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General Counsel and Corporate Secretary
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Exhibit 99.1
SOC Telemed Announces
Two Healthcare Industry Leaders Joining Board of Directors
Mr. Gyasi Chisley and
Dr. Chris Gallagher round out additions to a growing board
Reston, VA –
May 10, 2021 – SOC Telemed (“SOC”), the largest national provider of acute care telemedicine, today announced two
additions to its Board of Directors, bringing the total number of directors to nine.
The two newest members
of the board are Mr. Gyasi C. Chisley, former President and Chief Executive Officer, Hospitals and Clinics at Cancer Treatment Centers
of America Global, Inc. and Dr. Chris Gallagher, President of SOC Telemed’s recently acquired Access Physicians.
“We are proud to announce that the SOC Telemed Board of Directors
is stronger than ever with the addition of these two leaders who have dedicated their careers to improving healthcare and addressing health
inequities,” said John Kalix, CEO of SOC Telemed. “Gyasi is a proven leader in healthcare with diverse experience leading
healthcare organizations, managed care and hospital administration. Chris is a thought leader in the space of acute care telemedicine
and brings an additional clinical voice and strong entrepreneurial perspective to the board. These are two well-qualified leaders fully
prepared to help SOC guide its course.”
Joining the Board in May 2021, Mr. Chisley brings
rich experience as former President and Chief Executive Officer, Hospitals and Clinics at Cancer Treatment Centers of America Global,
Inc., which includes the Cancer Treatment Centers of America Comprehensive Cancer Care Network of hospitals and Outpatient Care Centers.
Previously, Mr. Chisley served as Chief Strategy Officer and Senior Vice President, Strategy and Payment Policy/Innovation for UnitedHealthcare
from 2016 to 2019. Prior to UnitedHealthcare, Chisley served as CEO for Methodist Healthcare and Senior Vice President for Methodist Le
Bonheur Healthcare in Memphis. In these roles he established a vision for fiscal growth, and a continuum of care and culture approach
for two acute sites and long-term care facilities, while aligning physicians’ practices and clinics. He also held various senior
leadership roles within the Mercy Health network.
Joining the Board in March 2021, Dr. Chris Gallagher, M.D., FACC, is
a board-certified doctor of internal medicine and cardiovascular disease and President of SOC Telemed’s recently acquired Access
Physicians. Dr. Gallagher led the growth of Access Physicians as Chief Executive Officer. Prior to his role at Access Physicians, Dr.
Gallagher served as the Chief Medical Officer of CHRISTUS Mother Frances Hospital - Sulphur Springs. He trained at UT Southwestern for
both his Internal Medicine residency and Cardiology Fellowship and earned his Doctor of Medicine from Texas Tech University School of
Medicine. He is a fellow in the American College of Cardiology and member of the American Association of Cardiovascular and Pulmonary
Rehabilitation, American Medical Association, and Texas Medical Association.
“I am so pleased to welcome Gyasi and Chris to our Board of Directors.
These additions complement our vision for a Board filled with expert voices and unique perspectives, as we guide SOC Telemed’s ongoing
evolution,” stated Steve Shulman, Chairman of the Board of Directors. “By adding these two highly respected and seasoned executives,
the SOC Board of Directors is better able to provide invaluable guidance in building the future of telemedicine.”
###
About SOC Telemed
SOC Telemed (SOC) is the leading national provider of acute telemedicine
technology and solutions to hospitals, health systems, post-acute providers, physician networks, and value-based care organizations since
2004. Built on proven and scalable infrastructure as an enterprise-wide solution, SOC’s technology platform, Telemed IQ, rapidly
deploys and seamlessly optimizes telemedicine programs across the continuum of care. SOC provides a supportive and dedicated partner presence,
virtually delivering patient care through teleNeurology, telePsychiatry, teleCritical Care, telePulmonology, teleCardiology, teleInfectious
Disease, teleNephrology, teleMaternal-Fetal Medicine and other service lines, enabling healthcare organizations to build sustainable telemedicine
programs across clinical specialties. SOC enables organizations to enrich their care models and touch more lives by supplying healthcare
teams with industry-leading solutions that drive improved clinical care, patient outcomes, and organizational health. The company was
the first provider of acute clinical telemedicine services to earn The Joint Commission’s Gold Seal of Approval and has maintained
that accreditation every year since inception. For more information, visit www.soctelemed.com.
Media Relations:
Lauren Shankman
Trevelino/Keller
lshankman@trevelinokeller.com
Investor Relations:
Bob East or Jordan Kohnstam
Westwicke, an ICR company
SOCIR@westwicke.com
(443) 213-0500
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