Verastem,Inc. (NASDAQ:VSTM) Files An 8-K Other EventsItem 8.01. Other Events.
On May16, 2018, Verastem,Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Cantor Fitzgerald& Co. (“Cantor”) relating to the underwritten offering of 7,777,778 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Offering”). Cantor has agreed to purchase the Shares to the Underwriting Agreement at a price of $4.31 per share. In addition, the Company granted Cantor an option to purchase, at the public offering price less any underwriting discounts and commissions, an additional 1,166,666 shares of Common Stock, exercisable for 30 days from the date of the prospectus supplement.
The Offering is being made to a shelf registration statement the Company filed with the Securities and Exchange Commission that became effective on April24, 2017 (Registration No.333-217048) (the “Registration Statement”) and a related prospectus supplement. The closing of the Offering is expected to take place on or about May18, 2018, subject to the satisfaction of customary closing conditions.
A copy of the Underwriting Agreement is filed as Exhibit1.1 to this Current Report on Form8-K.
Ropes& Gray LLP, counsel to the Company, has issued an opinion to the Company, dated May18, 2018 regarding the Shares to be sold in the Offering. A copy of the opinion is filed as Exhibit5.1 to this Current Report on Form8-K.
Item 8.01. Financial Statements and Exhibits.
See ExhibitIndex attached hereto.