LifeMD Announces Launch of Public Offering of 1,400,000 Shares of Preferred Stock

Rhea-AI Summary

LifeMD, Inc. (NASDAQ: LFMD) has announced a public offering of 1,400,000 shares of Series A Cumulative Perpetual Preferred Stock, totaling a liquidation preference of $35 million. The offering includes a 30-day option for underwriters to purchase an additional 210,000 shares. Proceeds will be allocated to fund a segregated dividend account, repay a portion of debt, and for working capital including customer acquisition and capital expenditures. Book-running managers include B. Riley Securities and others, with the offering made under an effective shelf registration statement.

Positive

• The offering of Series A Preferred Stock aims to raise $35 million, providing liquidity for business operations.
• Proceeds will be used for debt repayment, indicating potential risk mitigation.

Negative

• The issuance of new shares may result in shareholder dilution.
• The company's reliance on the capital markets for funding raises concerns about financial stability.

NEW YORK, Sept. 28, 2021 (GLOBE NEWSWIRE) -- LifeMD, Inc. (“the Company”) (NASDAQ: LFMD), a rapidly growing direct-to-patient telehealth company, today announced it has commenced an underwritten registered public offering of 1,400,000 shares of its Series A Cumulative Perpetual Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), total liquidation preference of $35,000,000. In connection with this offering, the Company expects to grant 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 expects to use the net proceeds of this offering 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.

B. Riley Securities, Inc., Ladenburg Thalmann & Co. Inc., Colliers Securities LLC and EF Hutton, division of Benchmark Investments, LLC are acting 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 will be acting as co-managers.

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (No. 333-256911) and preliminary prospectus supplement filed with the U.S. Securities and Exchange Commission (the “SEC”). The preliminary prospectus supplement relating to the offering will be available on the SEC’s website located at http://www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus, when available, 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 is the purpose of LifeMD's public offering of Series A Preferred Stock?

The public offering aims to raise $35 million, which will be used for funding a segregated dividend account, repaying debt, and general corporate purposes like customer acquisition.

How many shares of Series A Preferred Stock is LifeMD offering?

LifeMD is offering 1,400,000 shares of Series A Cumulative Perpetual Preferred Stock.

What is the total liquidation preference for LifeMD's Series A Preferred Stock?

The total liquidation preference for the Series A Preferred Stock is $35 million.

Who are the book-running managers for LifeMD's offering?

The book-running managers for the offering include B. Riley Securities, Ladenburg Thalmann & Co., Colliers Securities, and EF Hutton.

Is the offering of LifeMD's Series A Preferred Stock dilutive to existing shareholders?

Yes, the issuance of new shares may lead to dilution for existing shareholders.