LifeMD Announces Closing of Public Offering 1,400,000 Shares of 8.875% Series A Cumulative Perpetual Preferred Stock

Rhea-AI Summary

LifeMD, Inc. (NASDAQ: LFMD) has successfully closed an underwritten public offering of 1,400,000 shares of its 8.875% Series A Cumulative Perpetual Preferred Stock, with a total liquidation preference of $35 million. After offering costs, the net proceeds are estimated at $32.9 million. The funds will be allocated towards a segregated dividend account, repaying debt (approximately $10 million), and for general corporate purposes, including customer acquisition. The offering included a 30-day underwriter option for an additional 210,000 shares.

Positive

• Raised approximately $32.9 million in net proceeds from the offering.
• Funds allocated for debt repayment and customer acquisition, indicating potential growth.

Negative

• Potential dilution of existing shareholders due to new share issuance.

NEW YORK, Oct. 04, 2021 (GLOBE NEWSWIRE) -- LifeMD, Inc. (“the Company”) (NASDAQ: LFMD), a rapidly growing direct-to-patient telehealth company today announced the closing of its previously announced underwritten registered public offering of 1,400,000 shares of its 8.875% Series A Cumulative Perpetual Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), with a total liquidation preference of $35,000,000. In connection with this offering, the Company has granted the underwriters a 30-day option to purchase an additional 210,000 shares of Series A Preferred Stock at the public offering price, less underwriting discounts and commissions.

The Company intends to use the net proceeds after deducting the underwriting discounts and commissions, the structuring fee and estimated offering expenses payable by the Company, but before repayment of debt, of approximately $32.9 million to fund the segregated dividend account and to repay a portion of certain indebtedness, and the remaining net proceeds for working capital and general corporate purposes including, but not limited to, new patient customer acquisition expenses and capital expenditures. The Company anticipates using approximately $10 million of net proceeds to repay existing indebtedness.

B. Riley Securities, Inc., Ladenburg Thalmann & Co. Inc., Colliers Securities LLC and EF Hutton, division of Benchmark Investments, LLC acted as book-running managers for the offering. Aegis Capital Corp., The Benchmark Company, LLC, Boenning & Scattergood, Inc., Chapin Davis Investments and B.C. Ziegler & Company acted as co-managers.

The Series A Preferred Stock was offered under the Company’s shelf registration statement on Form S-3, which was declared effective by the Securities and Exchange Commission (“SEC”) on June 22, 2021. The offering was made only by means of a final prospectus supplement and the accompanying prospectus available on the SEC’s website located at http://www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus may also be obtained from B. Riley Securities, Inc. You should direct any requests to B. Riley Securities, Inc., Attention: Prospectus Department, 1300 17th Street North, Suite 1300, Arlington, Virginia 22209, by telephone at (703) 312-9580 or by email at prospectuses@brileyfin.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities being offered, nor shall there be any sale of the securities being offered in any state or other jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About LifeMD

LifeMD, Inc. is a rapidly growing direct-to-patient, telehealth company, offering cash-pay virtual medical care across all 50 states. LifeMD’s telemedicine platform enables virtual access to affordable and convenient medical treatment from licensed providers and, when appropriate, prescription medications and over-the-counter products delivered directly to the patient’s home. To learn more, visit www.LifeMD.com

Cautionary Note Regarding Forward Looking Statements

This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended; Section 21E of the Securities Exchange Act of 1934, as amended; and the safe harbor provision of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements contained in this news release may be identified by the use of words such as: “believe,” “expect,” “anticipate,” “project,” “should,” “plan,” “will,” “may,” “intend,” “estimate,” predict,” “continue,” and “potential,” or, in each case, their negative or other variations or comparable terminology referencing future periods. Examples of forward-looking statements include, but are not limited to, statements regarding our financial outlook and guidance, short and long-term business performance and operations, future revenues and earnings, regulatory developments, legal events or outcomes, ability to comply with complex and evolving regulations, market conditions and trends, new or expanded products and offerings, growth strategies, underlying assumptions, and the effects of any of the foregoing on our future results of operations or financial condition.

Forward-looking statements are not historical facts and are not assurances of future performance. Rather, these statements are based on our current expectations, beliefs, and assumptions regarding future plans and strategies, projections, anticipated and unanticipated events and trends, the economy, and other future conditions, including the impact of any of the aforementioned on our future business. As forward-looking statements relate to the future, they are subject to inherent risk, uncertainties, and changes in circumstances and assumptions that are difficult to predict, including some of which are out of our control. Consequently, our actual results, performance, and financial condition may differ materially from those indicated in the forward-looking statements. These risks and uncertainties include, but are not limited to, “Risk Factors” identified in our filings with the Securities and Exchange Commission, including, but not limited to, our most recently filed Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and any amendments thereto. Even if our actual results, performance, or financial condition are consistent with forward-looking statements contained in such filings, they may not be indicative of our actual results, performance, or financial condition in subsequent periods.

Any forward-looking statement made in the news release is based on information currently available to us as of the date on which this release is made. We undertake no obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as may be required under applicable law or regulation.

Company Contact
LifeMD, Inc.
Marc Benathen, CFO
Email Contact

Investor Relations Contact
Ashley Robinson
LifeSci Advisors, LLC
arr@lifesciadvisors.com

FAQ

What was the purpose of LifeMD's recent stock offering?

The purpose was to raise funds for a segregated dividend account, debt repayment, and general corporate purposes, including acquiring new patients.

How many shares of Series A Preferred Stock did LifeMD issue?

LifeMD issued 1,400,000 shares of its 8.875% Series A Cumulative Perpetual Preferred Stock.

What is the expected net proceeds from LifeMD's stock offering?

The expected net proceeds from the offering are approximately $32.9 million.

How will the net proceeds from the offering be utilized by LifeMD?

The net proceeds will be used to fund a segregated dividend account, repay a portion of existing debt, and for working capital and general corporate purposes.

What are the risks associated with LifeMD's stock offering?

The main risk includes potential dilution for existing shareholders due to the new share issuance.