Verastem,Inc. (NASDAQ:VSTM) Files An 8-K Other EventsItem 8.01. Other Events.
On June14, 2018, Verastem,Inc. (the “Company”) entered into a Purchase Agreement (the “Purchase Agreement”) with Consonance Capital Master Account L.P. and P Consonance Opportunities Ltd. (the “Investors”) relating to the registered offering of 7,166,666 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Offering”). The Investors have agreed to purchase the Shares to the Purchase Agreement at a price of $6.00 per share.
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), a related registration statement filed on June14, 2018 to Rule462(b)under the Securities Act of 1933, as amended, and a related prospectus supplement. The closing of the Offering is expected to take place on or about June18, 2018, subject to the satisfaction of customary closing conditions.
Ropes& Gray LLP, counsel to the Company, has issued an opinion to the Company, dated June14, 2018 regarding the Shares to be sold in the Offering. A copy of the opinion is filed as Exhibit5.1 hereto.
On June14, 2018, the Company issued a press release announcing that it entered into the Purchase Agreement. Copies of the Purchase Agreement and press release are filed herewith as Exhibits 99.1 and 99.2, respectively.
Item 8.01. Financial Statements and Exhibits.
See ExhibitIndex attached hereto.