Evofem Biosc. - Chancen und Risiken

Balance at December 31, 2018                                                                 25,867,248 Shares

As of March 31, 2019, warrants to purchase approximately 3,587,853 shares of the Company's common stock remain outstanding at a weighted average exercise price of $4.68 per share.

The number of shares of the registrant’s common stock, $0.0001 par value, outstanding as of April 30, 2019 was 35,367,191.

https://www.sec.gov/Archives/edgar/data/1618835/000161883519000084/evfm-331201910xq.htm

To approve the issuance of our common stock pursuant to a private placement financing, including shares of common stock issuable upon the exercise of warrants that will result in a change of control for purposes of Nasdaq Listing Rule 5635(b); and

http://app.quotemedia.com/data/...pe=DEFR14A&dateFiled=2019-05-10

http://app.quotemedia.com/data/...SC+13G%2FA&dateFiled=2019-05-10

http://app.quotemedia.com/data/...SC+13G%2FA&dateFiled=2019-05-10

"PDL brings significant expertise in biopharmaceutical product development and commercialization that will be of value as we bring Amphora® to market," said Saundra Pelletier, CEO of Evofem.  "This financing will provide funding to execute with confidence our strategy to successfully launch Amphora®."

PDL has the right to purchase an additional 6,666,667 shares of Evofem common stock at $4.50 per share in a second $30 million tranche. This right must be exercised on or before June 10, 2019.  In this second tranche, PDL will also be issued warrants to purchase an additional 1,666,667 shares of Evofem common stock exercisable for seven years beginning six months after the issuance date at an exercise price of $6.38 per share.  In addition, current Evofem shareholders Woodford Investment Management, Limited ("WIM") and Invesco Asset Management, Limited ("Invesco") have the right to invest up to $10 million each, on the same terms as PDL. In connection with the execution of the securities purchase agreement, these current shareholders have agreed to cancel all of their issued and outstanding warrants in Evofem on or before the closing of the second tranche.

Upon completion of the second tranche and presuming participation by PDL, Invesco and WIM, PDL expects to become one of the largest shareholders in Evofem, owning approximately 29% of the company's common stock.  PDL will also have the right to appoint one member to Evofem's Board of Directors and a limited right to have one non-voting observer participate in Evofem board meetings.  If the second tranche is completed, Mr. Monnet is expected to join Evofem's Board of Directors as PDL's designee.  The closing of the second tranche is subject to Evofem shareholder approval, as required by the applicable rules of NASDAQ, and other customary closing conditions.

http://investor.pdl.com/news-releases/...nvestment-evofem-biosciences

As of March 31, 2019, warrants to purchase approximately 3,587,853 shares of the Company's common stock remain outstanding at a weighted average exercise price of $4.68 per share. These warrants include:

    
•WIM Warrants to purchase up to 475,000 shares of common stock as described in Note 8- Convertible Preferred Stock, which became exercisable on January 17, 2019 and shall remain exercisable for three years unless there is a completion of an acceleration event as defined by the WIM Warrants agreements;

have an exercise price of $8.35 per share

Es waren 2 Mio Warrants von denen 1,525 Mio zu einem reduzierten Ausübungspreis von 2,64$ ausgeübt wurden. (the Repricing Letter Agreements) vom 5.2.2019
    
•Warrants to purchase 11,875 shares of common stock that were issued prior to the Merger, which were exercisable as of March 31, 2019 and shall remain exercisable until 2020 (2,020 shares), 2022 (2,049 shares) and 2024 (7,806 shares);
    
•Pre-funded warrants to purchase 1,063,829 shares of common stock issued in the Offering as described in Note 9- Public Offering, which became exercisable on May 24, 2018 and will remain exercisable until shares are exercised;

pre-funded warrants at a public offering price of $4.68 per warrant and an exercise price of $0.01 per share
    
•Common warrants to purchase 848,938 shares of common stock issued in the Offering, which were exercisable on May 24, 2018 and shall remain exercisable for seven years;
 a common warrant at a public offering price of $0.01 per warrant and an exercise price of $7.50 per share

•Common warrants to purchase approximately 182 shares of common stock issued upon exercise of the underwriter's overallotment option, which became exercisable on June 26, 2018 and will remain exercisable for seven years; and

Ausübungspreis 7,5$
    
•Reload Warrants issued to purchase up to 1,188,029 shares of common stock at an exercise price of $5.20 per share, which became exercisable on February 8, 2019 and will remain exercisable for seven years.

http://app.quotemedia.com/data/...7#s613DE9CC1DE150EE9AFC0BC4F67F15F3

Anbei: On February 5, 2019, the Company issued 2,376,062 shares of common stock upon the exercise of outstanding warrants in connection with the Repricing Letter Agreements

Und das zu 2,64$!

Verbleiben kurz:gesagt Warrants ca.

0,5 Mio Warrants zu 8,35$ WIM

1  Mio Warrants schon bezahlt

0,85 Mio Warrants zu 7,5$

1,2 Mio zu 5,5$ Relod Warrants

outstanding as of April 30, 2019 was 35,367,191.

Upon and subject to the completion of the Second Closing (Private Placement April 10, 2019), the previously issued WIM Warrants and Reload Warrants to purchase up to 475,000 shares and 1,188,029 shares of common stock, respectively, will be canceled.

Until June 10, 2019, the Purchasers have the right, but not the obligation, to purchase 11,111,111 additional shares of common stock and warrants to purchase up to an additional 2,777,779 shares of common stock for an aggregate purchase price of $50 million in a second closing (the Second Closing). The purchase price per share and warrant exercise price per share for securities sold in the Second Closing will be the same as those sold in the First Closing.

Die Aktie zu 4,5$
Der Warrant mit Ausübung zu 6,38$

To Our Stockholders:
You are cordially invited to attend the 2019 annual meeting of stockholders of Evofem Biosciences, Inc. (the Company) to be held at 8:00 a.m. Pacific Standard Time on Wednesday, June 5, 2019 at the Hilton San Diego Del Mar located at 15575 Jimmy Durante Blvd, Del Mar, California 92014.

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