Form 8-K OptimizeRx Corp For: Apr 27

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April 28, 2021 4:16 PM EDT

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 27, 2021

OptimizeRx Corporation
(Exact name of registrant as specified in its charter)

Nevada		001-38543		26-1265381
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

400 Water Street, Suite 200, Rochester, MI		48307
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 248.651.6568

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol		Name of each exchange on which registered
Common Stock		OPRX		Nasdaq Capital Market

SECTION 2 – Financial Information

Item 2.02 Results of Operations and Financial Condition.

On April 27, 2021, we issued a press release announcing the details of our earnings conference call, to be held on Thursday, May 6, 2021, at 4:30 p.m. Eastern time.

The press release is furnished with this Current Report on Form 8-K as Exhibit 99.1. The information furnished under this Item 2.02 and Item 9.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any registration statement or other filing under the Securities Act of 1933, as amended, regardless of any general incorporation by reference language in such filing, except as shall be expressly set forth by specific reference in any such filing.

SECTION 8 – Other Events

Item 8.01 Other Events

On April 28, 2021, we issued a press release announcing our latest platform expansion at point-of-care with several new health information technology (HIT) partnerships to further connect the digital channels used by healthcare professionals (HCPs) within the care setting. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information in Item 8.01 of this Current Report on Form 8-K (including Exhibit 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (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 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

SECTION 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

99.1		Press release, dated April 27, 2021
99.2		Press release, dated April 28, 2021

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

OptimizeRx Corporation

/s/ Douglas Baker
Douglas Baker
Chief Financial Officer

Date: April 28, 2021

Exhibit 99.1

OptimizeRx Expands Omni-channel Platform Reach at Point-Of-Care

Several New Partnerships Expand Reach to Over 50% of Oncologists in the U.S. and Unlock Novel Touchpoints for Life Sciences to Engage Physicians

ROCHESTER, Mich. – April 27, 2021 – OptimizeRx Corp. (Nasdaq: OPRX), a leading provider of digital health solutions for life science companies, physicians and patients, has announced its latest platform expansion at point-of-care with several new health information technology (HIT) partnerships to further connect the digital channels used by healthcare professionals (HCPs) within the care setting. The expansion increases the reach of the OptimizeRx digital health and communications platform, unlocking new touchpoints for life science companies to engage providers both within and outside the electronic health record (EHR). The increased touchpoints amplify physician mindshare, and further diversify the platform’s channel mix to address clients’ challenges of customer access.

The platform growth advances OptimizeRx's mission to improve affordability, access, and adherence for patients by unlocking omni-channel avenues for life sciences organizations to engage in more meaningful ways with both HCPs and patients. Moreover, the partnerships particularly strengthen its platform's ability to address the unique challenges along the oncology care journey.

Increasing Access to Resources for Oncologists

The recent OptimizeRx partnerships significantly increase the platform’s touchpoints with oncologists, providing opportunities for pharmaceutical manufacturers to engage in new ways more than 50% of all oncologists in the U.S.

A recent McKinsey analysis cited “stakeholder engagement” as one of the top-five success factors for treatment manufacturers in effectively commercializing oncology treatments, given the increasing availability of precision medicine and explosion of new cancer treatments.

“No one needs personalized and specialized resources right now more than oncologists,” said OptimizeRx chief commercial officer, Steve Silvestro. “In 2020, we demonstrated our commitment to enabling the ‘hyper-personalization’ of treatment information available at the point-of-care with the integration of real-world data to our platform. With these new partnerships, we’ve built the most comprehensive platform connecting life sciences and oncologists, and the market is responding,” concluded Mr. Silvestro.

Omni-channel Expansion

This latest extension of the OptimizeRx digital health and communications platform allows life sciences to leverage digital channels more effectively at the point-of-care to deliver contextual resources at more points along the care journey.

The new HIT partnerships expand the OptimizeRx platform EHR reach within the Epic, Cerner, and Athena systems, as well as outside the EHR on other platforms and technology-enabled devices that HCPs use to deliver care. Beyond the EHR, physicians engage with ever-expanding digital channels to access all the resources they need to deliver the best care to their patients– including desk research and peer-to-peer collaboration.

“Reaching providers everywhere they consume relevant medical information throughout their daily journeys, has become increasingly difficult as digital channels grow more fragmented,” commented OptimizeRx CEO, William Febbo. “As the number of more diverse and digitally native practitioners grows, it’s important that life sciences stay ahead of the curve to engage them with personalized and contextual content, within the most effective channels. Our latest partnerships execute on our team’s forward-thinking approach to bridging the gaps in communication between life sciences and providers for the good of patient care, which directly increases the total market opportunity and augments the near-term revenue growth,” concluded Mr. Febbo.

About OptimizeRx

OptimizeRx is a digital health company that provides communications solutions for life science companies, physicians and patients. Connecting over half of healthcare providers in the U.S. and millions of patients through a proprietary network, the OptimizeRx digital health platform helps patients afford and stay on medications. The platform unlocks new patient and physician touchpoints for life science companies along the patient journey, from point-of-care, to retail pharmacy, through mobile patient engagement.

For more information, follow the company on Twitter, LinkedIn or visit www.optimizerx.com. 

Important Cautions Regarding Forward Looking Statements
This press release contains forward-looking statements within the definition of Section 27A of the Securities Act of 1933, as amended, and such as in section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements should not be used to make an investment decision. The words 'estimate,' 'possible' and 'seeking' and similar expressions identify forward-looking statements, which speak only as to the date the statement was made. The company undertakes no obligation to publicly update or revise any forward-looking statements, whether because of new information, future events, or otherwise. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted, or quantified. Future events and actual results could differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. The risks and uncertainties to which forward-looking statements are subject include, but are not limited to, the effect of government regulation, competition and other material risks.

OptimizeRx Contact 

Doug Baker, CFO

Tel (248) 651-6568 (x807)

[email protected] 

Media Relations Contact 

Maira Alejandra, Media Relations Manager

Tel (754) 245-7070 

[email protected] 

Exhibit 99.2

OptimizeRx Sets First Quarter 2021 Conference Call for Thursday, May 6, 2021 at 4:30 p.m. ET

ROCHESTER, Mich. – April 28, 2021 – OptimizeRx Corporation (Nasdaq: OPRX), a leading provider of digital health solutions for life science companies, physicians and patients, will hold a conference call on Thursday, May 6, 2021, at 4:30 p.m. Eastern time to discuss its results for the first quarter ended March 31, 2021. The financial results will be issued in a press release prior to the call.

OptimizeRx management will host the call, followed by a question and answer period.

Conference Call Information

Date: Thursday, May 6, 2021

Time: 4:30 p.m. Eastern time (1:30 p.m. Pacific time)

Web access: http://public.viavid.com/index.php?id=144705

Toll-free dial-in number: 1-800-496-4039

International dial-in number: 1-323-347-3281

Conference ID: 5789519

Please call the conference telephone number or log on to the web access link five minutes prior to the start time.

A replay of the call will remain available for 12 months via the Investors section of the OptimizeRx website at www.optimizerx.com/investors.

About OptimizeRx

Important Cautions Regarding Forward-Looking Statements

Certain information contained in this press release includes “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995, including statements related to the gross proceeds we expect to receive from the offering, the expected use of the net proceeds from the offering and the expected date of the closing of the offering. We may, in some cases use terms such as “expects,” “plans,” “will” or other words that convey uncertainty of the future events or outcomes to identify these forward-looking statements. Our forward-looking statements are based on current expectations that involve risks, potential changes in circumstances, assumptions and uncertainties. Any or all of the forward-looking statements may turn out to be wrong, or be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties as a result of various important factors, including the uncertainties related to market conditions and the completion of the public offering on the anticipated terms, or at all. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to our business in general, please refer to our preliminary prospectus supplement filed with the Securities and Exchange Commission (SEC) on February 8, 2021 under the heading “Risk Factors” and those documents incorporated by reference therein, which includes our Annual Report on Form 10-K filed with the SEC on March 26, 2020. You are cautioned not to place undue reliance on these forward-looking statements, which are made only as of the date of this press release. We undertake no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

OptimizeRx Contact

Doug Baker, CFO

Tel (248) 651-6568 x807

[email protected]

Media Relations Contact

Maira Alejandra, Media Relations Manager

Tel (754) 245-7070

[email protected]

Investor Relations Contact

Ashley Robinson

Tel (617) 775-5956

[email protected]