OptimizeRx Announces Proposed Public Offering of Common Stock
17 Dezember 2018 - 10:01PM
OptimizeRx Corporation (Nasdaq: OPRX), a leading provider of
digital health messaging for the pharmaceutical industry, today
announced a proposed underwritten public offering by WPP Luxembourg
Gamma Three S.à r.l., a shareholder of OptimizeRx, of 2,103,702
shares of OptimizeRx common stock. In connection with this
offering, OptimizeRx expects to grant the underwriters a 30-day
option to purchase up to an additional 315,555 newly issued shares
of common stock from the Company at the public offering price less
the underwriting discount and commissions.
OptimizeRx will not receive any proceeds from the sale of the
shares by the selling shareholder. If the underwriters’ option to
purchase up to the additional 315,555 shares of common stock
offered by OptimizeRx is exercised, OptimizeRx will receive
proceeds from the sale of newly issued shares of common stock
pursuant to such exercise.
William Blair & Company, L.L.C. and B. Riley FBR, Inc. are
the joint book-running managers for the offering.
The shares of common stock described above are being offered
pursuant to a shelf registration statement on Form S-3 (File No.
333-228357) that was originally filed with the Securities and
Exchange Commission (the “SEC”) on November 13, 2018 and declared
effective by the SEC on December 11, 2018. A preliminary
prospectus supplement and accompanying base prospectus relating to
the offering and the shares of common stock being offered will be
filed with the SEC. Before you invest, you should read the
prospectus in the registration statement, the preliminary
prospectus supplement, and other documents OptimizeRx has filed
with the SEC for more complete information about
OptimizeRx and this offering. Copies of the registration statement,
the preliminary prospectus supplement and accompanying base
prospectus may be obtained, when available, on the SEC’s website at
http://www.sec.gov or, when available, from William Blair
& Company, L.L.C., Attention: Prospectus Department, 150 North
Riverside Plaza, Chicago, IL 60606; Phone: (800) 621-0687; Email:
prospectus@williamblair.com; and from B. Riley FBR, Inc.,
Attention: Syndicate Prospectus Department, 1400 North 17th Street,
Suite 1300, Arlington, VA 22209; Phone: (703) 312-9580; Email:
prospectuses@brileyfbr.com.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or 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 jurisdiction.
About OptimizeRx
OptimizeRx® (Nasdaq: OPRX), a digital health company, connects
pharmaceutical companies to patients and providers, offering
greater affordability, adherence and brand awareness at the
point-of-care. As the nation’s largest point-of-prescribe
promotional platform for the pharmaceutical industry, OptimizeRx
provides a direct channel for pharma companies to communicate with
healthcare providers right within their workflow. The cloud-based
solution supports patient adherence to medications with real-time
access to financial assistance, prior authorization, education and
critical clinical information. OptimizeRx provides more than half
of the ambulatory patient market with access to these benefits
through leading EHR platforms like Allscripts, Amazing Charts and
Quest. The Company’s mobile messaging platform also supports
direct, real-time communication to patients for improved medication
adherence, affordability, and healthcare outcomes.
Important Cautions Regarding Forward-Looking
Statements
Certain information contained in this press release includes
“forward-looking statements” within the meaning of The Private
Securities Litigation Reform Act of 1995, including statements
related to the proposed public offering, the filing of the
registration statement and potential market opportunity for our
product candidates. We may, in some cases use terms such as
“predicts,” “believes,” “potential,” “continue,” “anticipates,”
“estimates,” “expects,” “plans,” “intends,” “may,” “could,”
“might,” “will,” “should” or other words that convey uncertainty of
the future events or outcomes to identify these forward-looking
statements. Our forward-looking statements are based on current
expectations that involve risks, potential changes in
circumstances, assumptions and uncertainties. Any or all of the
forward-looking statements may turn out to be wrong, or be affected
by inaccurate assumptions we might make or by known or unknown
risks and uncertainties as a result of various important factors,
including the uncertainties related to market conditions and the
completion of the public offering on the anticipated terms, or at
all. For a further description of the risks and uncertainties
that could cause actual results to differ from those expressed in
these forward-looking statements, as well as risks relating to our
business in general, please refer to our prospectus supplement to
be filed with the Securities and Exchange Commission (SEC) on
December 13, 2018 under the heading “Risk Factors” and those
documents incorporated by reference therein, which includes our
Annual Report on Form 10-K filed with the SEC on March 8, 2018. You
are cautioned not to place undue reliance on these forward-looking
statements, which are made only as of the date of this press
release. We undertake no obligation to publicly update such
forward-looking statements to reflect subsequent events or
circumstances.
OptimizeRx ContactDoug Baker, CFOTel (248) 651-6568
x807dbaker@optimizerx.com
Media Relations ContactNicole Brooks, Innsena
Communications(Tel) 860-800-2344nicolebrooks@innsena.com
Investor Relations ContactRon Both, CMATel (949)
432-7557oprx@cma.team
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