NEOTHETICS, INC. (NASDAQ:NEOT) Files An 8-K Results of Operations and Financial Condition

NEOTHETICS, INC. (NASDAQ:NEOT) Files An 8-K Results of Operations and Financial Condition
Item 2.02.Results of Operations and Financial Condition.

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On November 8, 2017, Neothetics, Inc. (“Neothetics” or the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2017.A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Additional Information about the Merger and Where to Find It

As previously announced, on October 17, 2017, Neothetics, Nobelli Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Neothetics (“Merger Sub”), and Evofem Biosciences, Inc., a privately-held Delaware corporation(“Evofem”), entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”), to which, among other things, subject to approval of the stockholders of Neothetics and Evofem and the satisfaction or waiver of the other conditions set forth in the Merger Agreement, Merger Sub will merge with and into Evofem, with Evofem becoming a wholly-owned subsidiary of the Company (the “Merger”). The transactions contemplated by the Merger Agreement will result in a change in control of Neothetics.

In connection with the Merger, the Company intends to file relevant materials with the SEC, including a registration statement on FormS-4that will contain a prospectus, joint proxy and information statement. Investors and security holders of the Company and Evofem are urged to read these materials when they become available because they will contain important information about the Company, Evofem and the Merger. The joint proxy statement, information statement, prospectus, and other relevant materials (when they become available), and any other documents filed by the Company with the SEC, may be obtained free of charge at the SEC web site at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed with the SEC by the Company by directing a written request to: Neothetics, Inc., 9171 Towne Centre Drive, Suite 250, San Diego, CA 92122, Attention: Investor Relations. Investors and security holders are urged to read the joint proxy statement, prospectus and the other relevant materials when they become available before making any voting or investment decision with respect to the Merger.

This communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section10 of the Securities Act of 1933, as amended.

Participants in the Solicitation

The Company and its directors and executive officers and Evofem and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of the Company in connection with the proposed transaction. Information regarding the special interests of these directors and executive officers in the merger will be included in the joint proxy statement/prospectus referred to above. Additional information regarding the directors and executive officers of the Company is also included in the Company’s Annual Report on Form10-Kfor the year ended December31, 2016 and the proxy statement for the Company’s 2017 Annual Meeting of Stockholders. These documents are available free of charge at the SEC web site (www.sec.gov) and from Investor Relations at the Company at the address described above.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1

Press Release, dated November 8, 2017


Neothetics, Inc. Exhibit
EX-99.1 2 neot-ex991_6.htm EX-99.1 neot-ex991_6.htm Exhibit 99.1   NEOTHETICS PROVIDES BUSINESS UPDATE AND REPORTS THIRD QUARTER 2017 FINANCIAL RESULTS   SAN DIEGO,…
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About NEOTHETICS, INC. (NASDAQ:NEOT)

Neothetics, Inc. is a clinical-stage specialty pharmaceutical company, which develops therapeutics. The Company focuses on localized fat reduction and body contouring. It focuses on the development of LIPO-202 for the reduction of central abdominal bulging due to subcutaneous fat in non-obese patients. It has completed Phase II development of LIPO-202. LIPO-202 is administered in a subcutaneous injection procedure that activates a natural metabolic process to shrink fat cells, without killing them, resulting in localized fat reduction, measurable results within four weeks and minimal risk with no downtime. The Company is developing a product candidate, LIPO-102, an injectable form of a combination of salmeterol xinafoate and fluticasone propionate. LIPO-102 is indicated for the treatment of the orphan indication of symptomatic exophthalmos, or protrusion of the eye from the orbit, associated with thyroid-related eye disease caused by the expansion of fat and muscle behind the eye.

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