Current Report Filing (8-k)
16 May 2020 - 7:05AM
Edgar (US Regulatory)
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0000025743
2020-05-14
2020-05-14
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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 14, 2020
TherapeuticsMD, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Nevada
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001-00100
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87-0233535
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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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951 Yamato Road, Suite 220
Boca Raton, FL 33431
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(Address
of principal executive office) (zip code)
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Registrant’s
telephone number, including area code: (561) 961-1900
Not Applicable
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(Former
name or former address, if changed since last report.)
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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:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
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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Common
Stock, par value $0.001 per share
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TXMD
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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
1.02
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Termination
of a Material Definitive Agreement.
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As
previously disclosed, on April 27, 2020, TherapeuticsMD, Inc., a Nevada corporation (the “Company”), received a loan
pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”),
as administered by the U.S. Small Business Administration. The loan in the principal amount of $6,477,094 (the “PPP Loan”)
was disbursed by Bank of America, NA, a national banking association, pursuant to a promissory note issued by the Company. Although
the Company believes, in good faith, it qualified for the PPP Loan under then-available regulations, as a result of newly-issued
guidance, particularly with respect to publicly traded companies receiving funding under the CARES Act, the Company voluntarily
returned the PPP Loan proceeds on May 14, 2020.
On
May 13, 2020, the Company, together with its subsidiaries, amended that certain Financing Agreement, dated as of April 24, 2019,
as amended, by and among the Company, certain of the Company’s subsidiaries party thereto from time to time as guarantors,
the administrative agent and the various lenders from time to time party thereto, to permit the Company’s repayment of the
PPP Loan.
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.
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THERAPEUTICSMD,
INC.
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Date:
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May
15, 2020
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By:
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/s/
Daniel A. Cartwright
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Daniel
A. Cartwright
Chief
Financial Officer
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