Business Context and Reporting Period
Company: TherapeuticsMD, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: December 27, 2019
Event: Entry into a Material Definitive Agreement (Amendment No. 1 to Financing Agreement).
Key Financial Metrics
This filing does not report specific revenue, profit, cash flow, or margin figures for the period. It details the structure of a credit facility:
- Total Facility Size: $300 million first lien secured term loan.
- Tranche 1: $200 million (drawn upon initial agreement in April 2019).
- Tranche 2 (Delayed Draw A-1): $50 million (availability conditions amended).
- Tranche 3 (Delayed Draw A-2): $50 million (availability contingent on achieving $11 million in net revenues from IMVEXXY, BIJUVA, and ANNOVERA products for Q4 2019).
Material Changes Versus Prior Period
The company amended its April 24, 2019 Financing Agreement with the following material changes regarding the $50 million Delayed Draw A-1 Term Loan:
- Condition Precedent Removed: Eliminated the requirement for the FDA to designate the ANNOVERA product as a new category of birth control by December 31, 2019.
- Discretionary Availability: The Administrative Agent may now make the funds available at its sole discretion, either contemporaneously with the delivery of financial statements for the quarter ending June 30, 2020, or at an earlier consented date.
- Commitment Extension: Extended the commitment termination date for this tranche from January 23, 2020, to September 22, 2020.
Guidance, Outlook, and Risks
Management Commentary: The amendment provides flexibility regarding the timing of the second tranche draw, removing a specific regulatory milestone deadline that was previously required.
Risks and Contingencies:
- The $50 million Delayed Draw A-2 Term Loan remains subject to the condition of achieving $11 million in net revenues from specific products in Q4 2019.
- Availability of the Delayed Draw A-1 Term Loan is now subject to the sole and absolute discretion of the Administrative Agent.
Important Facts for Investor Verification
- Verify the company's Q4 2019 net revenue figures to determine eligibility for the $50 million Delayed Draw A-2 Term Loan.
- Monitor future communications regarding the Administrative Agent's decision on the timing of the Delayed Draw A-1 Term Loan availability.
- Review the full text of Amendment No. 1 (to be filed as an exhibit to the 2019 Form 10-K) for complete terms and conditions.