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MDXG > SEC Filings for MDXG > Form 8-K on 12-Dec-2013All Recent SEC Filings

Show all filings for MIMEDX GROUP, INC.



Entry into a Material Definitive Agreement, Other Events, Financial Statements

Item 1.01 - Entry into a Material Definitive Agreement.

On December 11, 2013, MiMedx Group, Inc. ("MiMedx") entered into an underwriting agreement with Cannacord Genuity, Inc. as representative of the several underwriters identified therein (the "Underwriting Agreement"). Pursuant to the terms and conditions of the Underwriting Agreement, MiMedx agreed to sell 5,000,000 shares of common stock, par value $0.001 per share, at a per share price to public of $6.80 registered with the Securities and Exchange Commission on Form S-3 (Reg. No. 333-189785). MiMedx expects to receive aggregate net proceeds from this offering of approximately $31.6 million after deducting both the underwriting discounts and commissions and the estimated offering expenses payable by MiMedx of approximately $350,000.

The offering is expected to close, subject to customary closing conditions, on December 17, 2013, under the terms of the Underwriting Agreement.

Pursuant to the Underwriting Agreement, MiMedx granted the underwriters an option to purchase up to 750,000 additional shares of common stock to cover over-allotments within 30 days of the date of the Underwriting Agreement.

The Underwriting Agreement contains customary representations and warranties, agreements and obligations, conditions to closing and termination provisions. The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement, a copy of which is filed herewith as Exhibit 1.1 and is incorporated herein by reference.

Item 8.01 - Other Events

In a press release dated December 12, 2013 MiMedx announced the pricing of the underwritten public offering described in Item 1.01 above. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01 - Financial Statements and Exhibits.

(d) Exhibits


  1.1      Underwriting Agreement dated as of December 11, 2013 among MiMedx
           Group, Inc. and Cannacord Genuity, Inc., as representative of the
           several Underwriters.
  5.1      Opinion of Womble Carlyle Sandridge & Rice LLP regarding the legality
           of the shares.
 23.1      Consent of Womble Carlyle Sandridge & Rice LLP (included in Exhibit
 99.1      Press Release dated December 12, 2013.

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