TherapeuticsMD Announces Pricing of Its Underwritten Public Offering and Concurrent Registered Direct Offering for Aggregate Gross Proceeds of $85 Million

BOCA RATON, Fla.--(BUSINESS WIRE)-- TherapeuticsMD, Inc. (NASDAQ: TXMD) today announced the pricing of its previously announced $65 million underwritten public offering of common stock at a price to the public of $5.10 per share. The price per share to be paid by the strategic investor in the previously announced concurrent $20 million registered direct offering is also $5.10 per share. In addition, TherapeuticsMD has granted to the underwriters of the underwritten public offering an option for a period of 30 days to purchase, at the public offering price less the underwriting discount, up to an additional 1,911,764 shares of common stock. The gross proceeds to TherapeuticsMD from the offerings are expected to be approximately $85 million, before deducting underwriting discounts, commissions and other offering expenses payable by TherapeuticsMD, assuming no exercise of the underwriters’ option to purchase additional shares of common stock. All of the shares in the offerings are to be sold by TherapeuticsMD. The offerings are expected to close on or about August 6, 2018, subject to the satisfaction of customary closing conditions.

Goldman Sachs & Co. LLC is acting as bookrunner for the underwritten public offering. Cantor Fitzgerald & Co. is acting as joint bookrunning manager for the underwritten public offering. The registered direct offering is being made without an underwriter, placement agent, broker or dealer.

TherapeuticsMD intends to use the proceeds of the offerings to fund a portion of the costs for the commercial launch of its recently FDA approved product, IMVEXXY™ (estradiol vaginal inserts) for the treatment of moderate-to-severe dyspareunia (vaginal pain associated with sexual activity), a symptom of vulvar and vaginal atrophy, due to menopause, and to fund a portion of the costs for pre-commercialization and commercialization activities for TX-001HR, its bio-identical hormone therapy combination of 17ß-estradiol and progesterone in a single, oral softgel drug candidate, for the treatment of moderate to severe vasomotor symptoms due to menopause, and its one-year vaginal contraceptive system candidate in-licensed from the Population Council.

TherapeuticsMD has filed shelf registration statements on Form S-3 with the Securities and Exchange Commission (the “SEC”) with respect to the offerings. Preliminary prospectus supplements and accompanying prospectuses related to the offerings were filed with the SEC on July 31, 2018. Final prospectus supplements and accompanying prospectuses relating to the offerings will be filed with the SEC. Before buying any shares of TherapeuticsMD’s common stock in the underwritten public offering, you should carefully read the prospectus supplement and the accompanying prospectus with respect to such offering, together with the information incorporated by reference therein. These documents contain important information that you should consider when making your investment decision. TherapeuticsMD’s SEC filings are available to the public from the SEC’s website at www.sec.gov. Copies of the prospectus supplements and the accompanying prospectuses relating to these offerings may also be obtained by contacting Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing Prospectus-ny@ny.email.gs.com; or Cantor Fitzgerald & Co., Attention: Capital Markets, 499 Park Avenue, 6th Floor New York, New York 10022 or by emailing prospectus@cantor.com.

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

About TherapeuticsMD, Inc.

TherapeuticsMD, Inc. is an innovative healthcare company focused on developing and commercializing novel products exclusively for women. Our products are designed to address the unique changes and challenges women experience through the various stages of their lives with a therapeutic focus in family planning/ reproductive health and menopause management. The company is committed to advancing the health of women and championing awareness of their healthcare issues.

Forward Looking Statements

This press release by TherapeuticsMD, Inc. may contain forward-looking statements. Forward-looking statements may include, but are not limited to, statements relating to TherapeuticsMD’s objectives, plans and strategies as well as statements, other than historical facts, that address activities, events or developments that TherapeuticsMD intends, expects, projects, believes or anticipates will or may occur in the future. These statements are often characterized by terminology such as “believes,” “hopes,” “may,” “anticipates,” “should,” “intends,” “plans,” “will,” “expects,” “estimates,” “projects,” “positioned,” “strategy” and similar expressions and are based on assumptions and assessments made in light of management’s experience and perception of historical trends, current conditions, expected future developments and other factors believed to be appropriate. Forward-looking statements in this press release are made as of the date of this press release, and TherapeuticsMD undertakes no duty to update or revise any such statements, whether as a result of new information, future events or otherwise. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of TherapeuticsMD’s control, that may cause actual results to differ materially, including the risks and uncertainties associated with market conditions, the satisfaction of customary closing conditions related to the offerings, risks and uncertainties associated with TherapeuticsMD’s business and finances in general and other risks described in the sections titled “Risk Factors” in TherapeuticsMD’s filings with the SEC, including its most recent Annual Report on Form 10-K, the prospectus supplements with respect to the offerings and other filings with the SEC.

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