Skip to main content
Midas Edge

Evofem Biosciences Inc

For the period ended Dec 31, 2023. Filed Mar 27, 2024.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Mar 27, 2024

EVFM$0.48-23.4%Stored close · as of Aug 10, 2022

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits
Contents

Item 15. Exhibits and Financial Statement Schedules

(a) Documents filed as part of this Annual Report

1. Financial Statements.

Report of Independent Registered Public Accounting Firm (PCAOB ID No. 207)F- 1
Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34)F- 3
Consolidated Balance SheetsF- 4
Consolidated Statements of OperationsF- 5
Consolidated Statements of Comprehensive OperationsF- 6
Consolidated Statements of Convertible and Redeemable Preferred Stock and Stockholders’ DeficitF- 7
Consolidated Statements of Cash FlowsF- 8
Notes to Consolidated Financial StatementsF- 9

The Reports of Independent Registered Public Accounting Firms, the consolidated financial statements and the notes to the financial statements listed above are set forth beginning on page F-1, immediately following the signature pages of this Annual Report.

2. Financial Statement Schedules.

All schedules are omitted because they are not applicable or the required information is shown in the consolidated financial statements or notes thereto.

3. Exhibits Required to Be Filed by Item 601 of Regulation S-K.

A list of exhibits is set forth on the following page and is incorporated herein by reference.

EXHIBIT INDEX

Exhibit · Filed · Incorporated by Reference
No. · Exhibit Title · Herewith · Form · File No. · Date Filed
2.1Definitive agreement by and between the Company and Aditxt, Inc.8-K001-36754December 12, 2023
2.2First Amendment to the Merger Agreement, dated January 8, 20248-K001-36754January 11, 2024
2.3Second Amendment to the Merger Agreement, dated January 20, 20248-K001-36754January 31, 2024
3.1Amended and Restated Certificate of Incorporation8-K001-367549/15/2023
3.2Certificate of Amendment to the Amended and Restated Certificate of Incorporation8-K001-367545/17/2023
3.3Amended and Restated Bylaws of the Registrant.8-K001-3675407/17/2023
3.4Certificate of Designation of Series E-1 Preferred Stock.8-K001-367548/10/2023
3.5Amendment to the amended and Restated Certificate of Incorporation of Evofem Biosciences, Inc8-K001-367549/15/2023
3.6Certificate of Designation of Series F-1 Preferred Stock8-K001-3675412/12/2023
4.1Form of Warrant.8-K001-367541/13/2022
4.2Form of Senior Subordinated Note.8-K001-367541/13/2022
4.3Form of Warrant.8-K001-367543/1/2022
4.4Form of Senior Subordinated Note.8-K001-367543/1/2022
4.5Form of Senior Subordinated Note.8-K001-367545/5/2022
4.6Form of Senior Subordinated Note.8-K001-367545/5/2022
4.7Form of Warrant.8-K001-367545/5/2022
4.8Form of Senior Subordinated Convertible Note.8-K001-367542/23/2023
4.9Form of Warrant.8-K001-367542/23/2023
4.10Form of Registration Rights Agreement.8-K001-367542/23/2023
4.11Form of Senior Subordinated Convertible Note.8-K001-367543/14/2023
4.12Form of Warrant.8-K001-367543/14/2023
4.13Form of Registration Rights Agreement.8-K001-367543/14/2023
4.14Form of Senior Subordinated Convertible Note.8-K001-367543/24/2023
4.15Form of Warrant.8-K001-367543/24/2023
4.16Form of Registration Rights Agreement.8-K001-367543/24/2023
4.17Form of Senior Subordinated Convertible Note.8-K001-367544/10/2023
4.18Form of Warrant.8-K001-367544/10/2023
4.19Form of Registration Rights Agreement.8-K001-367544/10/2023
4.20Form of Warrant.8-K001-367542/23/2023
4.21Form of Registration Rights Agreement.8-K001-367542/23/2023
4.22Form of Senior Subordinated Convertible Note.8-K001-367543/14/2023
4.23Form of Warrant.8-K001-367543/14/2023
4.24Form of Registration Rights Agreement.8-K001-367543/14/2023
4.25Form of Senior Subordinated Convertible Note.8-K001-367543/24/2023
4.26Form of Warrant.8-K001-367543/24/2023
4.27Form of Registration Rights Agreement.8-K001-367543/24/2023
4.28Form of Senior Subordinated Convertible Note.8-K001-367544/10/2023
4.29Form of Warrant.8-K001-367544/10/2023
4.30Form of Registration Rights Agreement.8-K001-367544/10/2023
4.31Form of Senior Subordinated Convertible Note.8-K001-367547/10/2023
4.32Form of Warrant.8-K001-367547/10/2023
4.33Form of Registration Rights Agreement.8-K001-367547/10/2023
4.34Form of Senior Subordinated Convertible Note.8-K001-367548/10/2023
4.35Form of Warrant.8-K001-367548/10/2023
4.36Form of Registration Rights Agreement.8-K001-367548/4/2023
4.37Form of Senior Subordinated Convertible Note.8-K001-3675410/3/2023
4.38Form of Warrant.8-K001-3675410/3/2023
4.39Form of Registration Rights Agreement.8-K001-3675410/3/2023
4.40Form of Senior Subordinated Convertible Note.8-K001-3675412/7/2023
10.1^^Securities Purchase Agreement, by and between the Investors therein and the Registrant, dated as of February 17, 2023.8-K001-367542/23/2023
10.2^^Securities Purchase Agreement, by and between the Investors therein and the Registrant, dated as of March 13, 2023.8-K001-367543/14/2023
10.3^^Securities Purchase Agreement, by and between the Investors therein and the Registrant, dated as of March 20, 2023.8-K001-367543/24/2023
10.4^^Securities Purchase Agreement, by and between the Investors therein and the Registrant, dated as of April 5, 2023.8-K001-367544/10/2023
10.5^^Securities Purchase Agreement, by and between the Investors therein and the Registrant, dated as of July 3, 2023.8-K001-367547/10/2023
10.6^^Securities Purchase Agreement, by and between the Investors therein and the Registrant, dated as of August 4, 2023.8-K001-367548/10/2023
10.7^^Equity Exchange Agreement, by and between the Investors therein and the Registrant, dated as of August 7, 2023.8-K001-367548/10/2023
10.8Offer Letter, by and between the Registrant and Ivy Zhang, dated as of April 10, 2023.10-Q001-367546/16/2023
10.9Securities Purchase and Security Agreement, dated as of April 23, 2020, by and between Evofem Biosciences, Inc., its wholly-owned domestic subsidiaries as guarantors, certain affiliates of Baker Bros. Advisors LP, as purchasers, and Baker Bros. Advisors LP, as designated agent.8-K001-367544/27/2020
10.10First Amendment to Securities Purchase and Security Agreement, dated as of November 20, 2021, by and among Evofem Biosciences, Inc., certain affiliates of Baker Bros. Advisors LP, as purchasers, and Baker Bros. Advisors LP, as designated agent.8-K001-3675411/22/2021
10.11Second Amendment to Securities Purchase and Security Agreement, dated as of April 23, 2020, by and among Evofem Biosciences, Inc., certain affiliates of Baker Bros. Advisors LP, as purchasers, and Baker Bros. Advisors LP, as designated agent.8-K001-3675403/21/2022
10.12Third Amendment to Securities Purchase and Security Agreement, dated as of September 15, 2022, by and among Evofem Biosciences, Inc., certain institutional investor and their designated agent.8-K001-3675409/16/2022
10.13^^Fourth Amendment to Securities Purchase and Security Agreement8-K001-367549/11/2023
10.14^^Securities Purchase Agreement, by and between the Investors therein and the Registrant, dated as of September 27, 2023.8-K001-3675410/3/2023
10.15Amended Employment Agreement, by and between the Registrant and Ivy Zhang, dated as of November 8, 202310-Q001-3675411/14/2023
10.16Amended Employment Agreement, by and between the Registrant and Saundra Pelletier, dated as of November 8, 202310-Q001-3675411/14/2023
16.1Deloitte & Touche LLP letter, dated July 17, 2023.8-K001-3675407/17/2023
19.1*Insider trading policies and proceduresX
19.2*Incentive compensation recoupment policyX
21.1*List of SubsidiariesX
23.1*Consent of BPM, LLPX
23.2*Consent of Deloitte & Touche LLPX
31.1*Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.X
31.2*Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.X
32.1*Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
101.INS†Inline XBRL Instance DocumentX
101.SCH†Inline XBRL Taxonomy Extension Schema DocumentX
101.CAL†Inline XBRL Taxonomy Extension Calculation Linkbase DocumentX
101.DEF†Inline XBRL Definition Linkbase DocumentX
101.LAB†Inline XBRL Taxonomy Extension Labels Linkbase DocumentX
101.PRE†Inline XBRL Taxonomy Extension Presentation Linkbase DocumentX
104Cover Page Interactive Data File (embedded within the Inline XBRL document)X
ΔManagement Compensation Plan or arrangement.
†Portions of this exhibit (indicated by asterisks) have been omitted pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended.
^The schedules and exhibits to the Merger Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the Securities and Exchange Commission upon request.
^^Certain exhibits and schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish supplementally a copy of any omitted exhibit or schedule upon request by the SEC.
*Furnished herewith. This certification is being furnished solely to accompany this Annual Report pursuant to 18 U.S.C. 1350, and are not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation by reference language in such filing.
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.