Basic Stats
| LEI | 549300EV6I2M6E0YVT27 |
| CIK | 1428522 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Radius Recycling, Inc.
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| August 30, 2022 |
RDUS / Radius Health Inc / BB BIOTECH AG - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14)* Radius Health, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 750469207 (CUSIP Number) BB Biotech AG Ivo Betschart Schwertstrasse 6 CH-8200 Schaffhausen, Switzerland +41 44 267 67 00 (Name, Address and Telephone Num |
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| August 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 5)1 Radius Health, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Number) Adam Morgan Vela |
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| August 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35726 RADIUS HEALTH, INC. (Exact name of registrant as specified in its |
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| August 17, 2022 |
RDUS / Radius Health Inc / ICS OPPORTUNITIES II LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 750469207 (CUSIP Number) AUGUST 10, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which |
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| August 15, 2022 |
Amended and Restated Bylaws of the Company (filed herewith) Exhibit 3.2 BY-LAWS OF RADIUS HEALTH, INC. As effective on August 15, 2022 BY-LAWS OF RADIUS HEALTH, INC. PREAMBLE These By-Laws are subject to, and governed by, the General Corporation Law of the State of Delaware (the ?DGCL?) and the certificate of incorporation of Radius Health, Inc., a Delaware corporation (the ?Corporation?) then in effect (the ?Certificate?). In the event of a direct conflic |
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| August 15, 2022 |
As filed with the Securities and Exchange Commission on August 15, 2022 As filed with the Securities and Exchange Commission on August 15, 2022 Registration No. |
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| August 15, 2022 |
Exhibit 10.1 RADIUS HEALTH, INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, SECOND SUPPLEMENTAL INDENTURE Dated as of August 15, 2022, to Indenture Dated as of August 14, 2017 3.00% Convertible Senior Notes due 2024 SECOND SUPPLEMENTAL INDENTURE, dated as of August 15, 2022 (this ?Supplemental Indenture?), between RADIUS HEALTH, INC., a Delaware corporation, as issuer (the ?Company?), |
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| August 15, 2022 |
As filed with the Securities and Exchange Commission on August 15, 2022 As filed with the Securities and Exchange Commission on August 15, 2022 Registration No. |
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| August 15, 2022 |
As filed with the Securities and Exchange Commission on August 15, 2022 As filed with the Securities and Exchange Commission on August 15, 2022 Registration No. |
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| August 15, 2022 |
Amended and Restated Certificate of Incorporation of the Company (filed herewith) Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RADIUS HEALTH, INC. FIRST: The name of the Company is Radius Health, Inc. SECOND: The name and address of the Company?s registered agent in the State of Delaware is Corporation Service Company, 251 Little Falls Drive, Wilmington, New Castle County, Delaware 19808. THIRD: The purpose of the Company is to engage in any lawful act or ac |
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| August 15, 2022 |
As filed with the Securities and Exchange Commission on August 15, 2022 As filed with the Securities and Exchange Commission on August 15, 2022 Registration No. |
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| August 15, 2022 |
As filed with the Securities and Exchange Commission on August 15, 2022 As filed with the Securities and Exchange Commission on August 15, 2022 Registration No. |
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| August 15, 2022 |
UNITED STATES 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): August 15, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 15, 2022 |
As filed with the Securities and Exchange Commission on August 15, 2022 As filed with the Securities and Exchange Commission on August 15, 2022 Registration No. |
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| August 15, 2022 |
As filed with the Securities and Exchange Commission on August 15, 2022 As filed with the Securities and Exchange Commission on August 15, 2022 Registration No. |
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| August 15, 2022 |
As filed with the Securities and Exchange Commission on August 15, 2022 As filed with the Securities and Exchange Commission on August 15, 2022 Registration No. |
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| August 15, 2022 |
As filed with the Securities and Exchange Commission on August 15, 2022 As filed with the Securities and Exchange Commission on August 15, 2022 Registration No. |
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| August 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 5) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Subject Company) GINGER MERGER SUB, INC. (Offeror) A wholly owned subsidiary of GINGER ACQUISITION, INC. (Parent of Offeror) GINGER HOLDINGS, INC. GINGER TOPCO L.P. G |
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| August 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 3) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Subject Company) RADIUS HEALTH, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Numbe |
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| August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 2) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Subject Company) RADIUS HEALTH, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Numbe |
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| August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-35726 Ra |
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| August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 4) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Subject Company) GINGER MERGER SUB, INC. (Offeror) A wholly owned subsidiary of GINGER ACQUISITION, INC. (Parent of Offeror) GINGER HOLDINGS, INC. GINGER TOPCO L.P. G |
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| August 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 1) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Subject Company) RADIUS HEALTH, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Numbe |
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| August 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 3) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Subject Company) GINGER MERGER SUB, INC. (Offeror) A wholly owned subsidiary of GINGER ACQUISITION, INC. (Parent of Offeror) GINGER HOLDINGS, INC. GINGER TOPCO L.P. G |
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| August 2, 2022 |
Entry into a Material Definitive Agreement UNITED STATES 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): July 28, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| July 28, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES 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): July 26, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| July 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 2) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Subject Company) GINGER MERGER SUB, INC. (Offeror) A wholly owned subsidiary of GINGER ACQUISITION, INC. (Parent of Offeror) GINGER HOLDINGS, INC. GINGER TOPCO L.P. G |
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| July 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 1) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Subject Company) GINGER MERGER SUB, INC. (Offeror) A wholly owned subsidiary of GINGER ACQUISITION, INC. (Parent of Offeror) GINGER HOLDINGS, INC. GINGER TOPCO L.P. G |
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| July 13, 2022 |
Exhibit (a)(1)(B) Letter of Transmittal to Tender Shares of Common Stock of Radius Health, Inc. |
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| July 13, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Subject Company) RADIUS HEALTH, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 7504692 |
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| July 13, 2022 |
Exhibit (d)(7) Execution Version LIMITED GUARANTEE THIS LIMITED GUARANTEE, dated as of June 23, 2022 (this ?Limited Guarantee?), by GPC WH Fund LP, a Delaware limited partnership (the ?Guarantor?), is in favor of Radius Health, Inc. |
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| July 13, 2022 |
[Remainder of Page Intentionally Left Blank] Exhibit (d)(6) June 23, 2022 Ginger Acquisition, Inc. c/o Gurnet Point Capital 55 Cambridge Parkway, Suite 401 Cambridge, MA 02142 Ladies and Gentlemen: This letter agreement (this ?Agreement?) sets forth the commitment of Patient Square Equity Partners, LP, a Delaware limited partnership (the ?Investor?), subject to the terms and conditions contained herein, to contribute or cause to be contribut |
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| July 13, 2022 |
CONFIDENTIAL DISCLOSURE AGREEMENT Exhibit (d)(3) CONFIDENTIAL DISCLOSURE AGREEMENT This Confidential Disclosure Agreement (this ?Agreement?), effective as of January 26, 2022 (the ?Effective Date?), is by and between Radius Health, Inc. |
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| July 13, 2022 |
Exhibit (a)(1)(D) Offer to Purchase All Outstanding Shares of Common Stock of Radius Health, Inc. |
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| July 13, 2022 |
Exhibit (b) Execution Version ORBIMED ROYALTY & CREDIT OPPORTUNITIES III, LP AND ORBIMED ROYALTY & CREDIT OPPORTUNITIES IV, LP 601 Lexington Avenue, 54th Floor New York, NY 10022 Highly Confidential June 23, 2022 Ginger Acquisition, Inc. |
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| July 13, 2022 |
Exhibit (d)(8) Execution Version LIMITED GUARANTEE THIS LIMITED GUARANTEE, dated as of June 23, 2022 (this ?Limited Guarantee?), by Patient Square Equity Partners, LP, a Delaware limited partnership (the ?Guarantor?), is in favor of Radius Health, Inc. |
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| July 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Subject Company) GINGER MERGER SUB, INC. (Offeror) A wholly owned subsidiary of GINGER ACQUISITION, INC. (Parent of Offeror) GINGER HOLDINGS, INC. GINGER TOPCO L.P. GINGER GP LLC GPC W |
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| July 13, 2022 |
[Remainder of Page Intentionally Left Blank] Exhibit (d)(5) June 23, 2022 Ginger Acquisition, Inc. c/o Gurnet Point Capital 55 Cambridge Parkway, Suite 401 Cambridge, MA 02142 Ladies and Gentlemen: This letter agreement (this ?Agreement?) sets forth the commitment of GPC WH Fund LP, a Delaware limited partnership (the ?Investor?), subject to the terms and conditions contained herein, to contribute or cause to be contributed to Ginger Acquisi |
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| July 13, 2022 |
AMENDMENT TO CONFIDENTIAL DISCLOSURE AGREEMENT Exhibit (d)(4) AMENDMENT TO CONFIDENTIAL DISCLOSURE AGREEMENT This AMENDMENT TO THE CONFIDENTIAL DISCLOSURE AGREEMENT (this ?Amendment?) is made as of May 9, 2022, by and between Radius Health, Inc. |
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| July 13, 2022 |
Table of Contents Exhibit (a)(1)(A) Offer to Purchase All Outstanding Shares of Common Stock of Radius Health, Inc. |
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| July 13, 2022 |
Exhibit (a)(1)(E) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). |
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| July 13, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO-T (Rule 14d-100) RADIUS HEALTH, INC. |
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| July 13, 2022 |
Exhibit (a)(1)(C) Offer to Purchase All Outstanding Shares of Common Stock of Radius Health, Inc. |
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| July 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 4)1 Radius Health, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Number) Adam Morgan Vela |
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| July 12, 2022 |
TERMINATION AGREEMENT July 11, 2022 EX-99.1 2 ex991to13da412927009071222.htm TERMINATION AGREEMENT, DATED JULY 11, 2022 Exhibit 99.1 TERMINATION AGREEMENT July 11, 2022 Each of the undersigned is a party to that certain Joint Filing and Solicitation Agreement, dated as of March 11, 2022, as amended on April 18, 2022 and May 24, 2022 (as amended, the “Joint Filing and Solicitation Agreement”). In accordance with Section 10 of the Joi |
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| July 12, 2022 |
Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the common stock, par value $0.0001 per share, of Radius Health, Inc., a Delaware corporation. This Joi |
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| July 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| July 11, 2022 |
RDUS / Radius Health Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Radius Health Inc. Title of Class of Securities: Common Stock CUSIP Number: 750469207 Date of Event Which Requires Filing of this Statement: June 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule |
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| July 8, 2022 |
Press Release, dated as of July 7, 2022 EX-99.1 Radius Health Publishes Investor Presentation Outlining Company’s Progress and Board Process Resulting in Agreement to be Acquired at Significant Premium • Urges stockholders to vote “FOR” Radius’ highly qualified, independent director nominees – Catherine J. Friedman, Jean-Pierre Garnier, Ph.D. and Andrew C. von Eschenbach, M.D. – on the BLUE proxy card BOSTON, MA – July 7, 2022 – Radius |
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| July 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 RADIUS HEALTH, INC. (Name of Subject Company) RADIUS HEALTH, INC. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 750469207 (CUSIP Number of Comm |
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| July 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| July 7, 2022 |
Investor Presentation, dated as of July 7, 2022 Actions To Date: Alignment to Shareholders July 2022 1 Table of Contents Executive Summary S E C T I O N 1 Radius Health Business S E C T I O N 2 Transaction Resulting from Strategic Assessment & Process S E C T I O N 3 Board & Corporate Governance S E C T I O N 4 Velan and Repertoire?s Proxy Fight is Misguided and Does Not Offer a Realistic Path for the Company S E C T I O N 5 Concluding Remarks |
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| July 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 RADIUS HEALTH, INC. (Name of Subject Company) RADIUS HEALTH, INC. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 750469207 (CUSIP Number of Comm |
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| July 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| June 29, 2022 |
Internal Company FAQ, dated June 29, 2022 Exhibit 99.1 For Internal Company Use Only Published June 29, 2022 Employee Frequently Asked Questions (FAQ) on Transaction Equity 1. Will there be accelerated vesting of equity grants? a. Unvested RSUs and stock options that are subject only to a service/time-based vesting condition will become fully vested at closing and be eligible to receive the merger consideration. The merger consideration i |
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| June 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 RADIUS HEALTH, INC. (Name of Subject Company) RADIUS HEALTH, INC. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 750469207 (CUSIP Number of Comm |
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| June 27, 2022 |
DEFA14A 1 d341321ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| June 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 RADIUS HEALTH, INC. (Name of Subject Company) RADIUS HEALTH, INC. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 750469207 (CUSIP Number of Comm |
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| June 27, 2022 |
UNITED STATES 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): June 27, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| June 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 RADIUS HEALTH, INC. (Name of Subject Company) RADIUS HEALTH, INC. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 750469207 (CUSIP Number of Comm |
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| June 23, 2022 |
Exhibit 10.1 FORM OF CONTINGENT VALUE RIGHTS AGREEMENT THIS CONTINGENT VALUE RIGHTS AGREEMENT, dated as of [?], 2022 (this ?Agreement?), is entered into by and between Ginger Acquisition, Inc., a Delaware corporation (?Parent?), and [?], a [?], as Rights Agent. RECITALS WHEREAS, Parent, Ginger Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (?Merger Sub?), a |
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| June 23, 2022 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among GINGER ACQUISITION, INC., GINGER MERGER SUB, INC. and RADIUS HEALTH, INC. Dated as of June 23, 2022 TABLE OF CONTENTS ARTICLE I THE OFFER AND THE MERGER 2 Section 1.1. The Offer 2 Section 1.2. Company Actions 5 Section 1.3. The Merger 6 Section 1.4. Closing; Effective Time 6 Section 1.5. Effects of the Merger 6 Section 1.6. Certificate of Incorporatio |
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| June 23, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES 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): June 23, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| June 23, 2022 |
Investor Call Transcript, dated as of June 23, 2022 Exhibit 99.2 Radius Health, Inc. Conference Call June 23, 2022 Corporate Speakers: ? Ethan Holdaway; Head of Investor Relations; Radius Health Inc ? Owen Hughes; Chairman of the Board; Radius Health Inc ? Kelly Martin; President, CEO; Radius Health Inc PRESENTATION Operator^ Good day, ladies and gentlemen. Thank you for standing by. And welcome to the Radius Health Inc. conference call. At this ti |
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| June 23, 2022 |
Radius Health Announces Agreement to be Acquired by Gurnet Point Capital and Patient Square Capital Exhibit 99.1 Radius Health Announces Agreement to be Acquired by Gurnet Point Capital and Patient Square Capital ? Transaction delivers immediate value and liquidity to Radius shareholders ? Result of nine-month strategic review process by the Radius Board to maximize shareholder value ? Potential per share value of $11.00, including $10.00 cash paid at closing and potential $1.00 CVR ? Represents |
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| June 22, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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): June 22, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| June 22, 2022 |
Menarini Group and Radius Health Submit New Drug Application to the U.S. FDA for Elacestrant EXHIBIT 99.1 Menarini Group and Radius Health Submit New Drug Application to the U.S. FDA for Elacestrant ? Intended for potential treatment of ER+/HER2- advanced or metastatic breast cancer patients ? Priority Review requested; if accepted, anticipate an 8-month FDA review ? Positive EMERALD study data previously announced on October 20, 2021 ? First, and currently only, investigational oral SERD |
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| June 21, 2022 | ||
| June 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 21, 2022 | ||
| June 16, 2022 |
Letter from the Reporting Persons to the Issuer dated June 16, 2022. EX-2 2 tm2218474-1ex2.htm LETTER FROM THE REPORTING PERSONS TO THE ISSUER June 16, 2022 The Board of Directors Radius Health, Inc. 22 Boston Wharf Road 7th Floor Boston, Massachusetts 02210 Attention: Owen Hughes, Chairman Dear Members of the Board of Directors (the “Board”): I am writing you on behalf of Rubric Capital Management LP (together, “Rubric”, “we”, or “our”), whose managed funds and ac |
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| June 16, 2022 |
RDUS / Radius Health Inc / Rubric Capital Management LP - SC 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Radius Health, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Number) Rubric Capital Management LP 155 East 44th St, Suite 1630 New York, NY 10017 Attention: Brian Kleinhaus 212-418-1888 (Name, Address an |
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| June 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box:? ? Preliminary Proxy Statement ? Confid |
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| June 8, 2022 |
Radius Health Expands Non-US Market Footprint for TYMLOS EX-99.1 2 rdus-ex99173.htm EX-99.1 EXHIBIT 99.1 Radius Health Expands Non-US Market Footprint for TYMLOS • Globalization has been a key priority for the Company over the past two years • Three additional market agreements now signed and executed: - Labatec Pharma SA: Switzerland, Middle East & North Africa (MENA) countries - Pharmbio Korea Inc.: South Korea - Biosidus: Colombia, South America • Ec |
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| June 8, 2022 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES 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): June 2, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File N |
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| June 7, 2022 | ||
| June 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 6, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| June 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| June 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 6, 2022 |
EX-99.1 2 d28451dex991.htm EX-99.1 Exhibit 99.1 Radius Files Definitive Proxy and Mails Letter to Stockholders Urges Stockholders to Vote “FOR” Radius’ Highly Qualified, Independent Director Nominees – Catherine J. Friedman, Jean-Pierre Garnier, Ph.D. and Andrew C. von Eschenbach, M.D. – on the BLUE Proxy Card Details Company’s Significant Progress Since 2020, Under Refreshed Board and Management |
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| June 6, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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): June 6, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File N |
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| May 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 3)1 Radius Health, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Number) Adam Morgan Vela |
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| May 25, 2022 |
SECOND AMENDMENT TO JOINT FILING AND SOLICITATION AGREEMENT EX-99.1 2 ex991to13da312927009052522.htm SECOND AMENDMENT TO JOINT FILING AND SOLICITATION AGREEMENT Exhibit 99.1 SECOND AMENDMENT TO JOINT FILING AND SOLICITATION AGREEMENT This Second Amendment (this “Second Amendment”) is made and entered into as of May 24, 2022 to that certain Joint Filing and Solicitation Agreement, dated March 11, 2022, as amended on April 18, 2022 (the “Agreement”), by and |
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| May 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confid |
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| May 23, 2022 |
EXHIBIT 99.1 Radius Adds Industry Veterans Jennifer A. Jarrett and Susan Vissers Lisa to Board of Directors Further Expands Board’s Expertise and Gender Diversity Enhances Corporate Governance BOSTON, May 20, 2022 - Radius Health, Inc. ("Radius" or the "Company") (Nasdaq: RDUS) today announced that it has added two new independent members to the Board of Directors (the “Board”). Effective immediat |
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| May 23, 2022 |
EX-3.1 2 rdus-ex3116.htm EX-3.1 EXHIBIT 3.1 AMENDED AND RESTATED BYLAWS OF RADIUS HEALTH, INC. (a Delaware corporation) 1259509544 TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES1 1.1 REGISTERED OFFICE1 1.2 OTHER OFFICES1 ARTICLE II - MEETINGS OF STOCKHOLDERS1 2.1 PLACE OF MEETINGS1 2.2 ANNUAL MEETING1 2.3 SPECIAL MEETING1 2.4 ADVANCE NOTICE PROCEDURES FOR BUSINESS BROUGHT BEFORE A MEETING1 2 |
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| May 23, 2022 |
UNITED STATES 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): May 18, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File N |
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| May 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| May 5, 2022 |
Radius Health, Inc. First Quarter 2022 Results EXHIBIT 99.1 Radius Health, Inc. First Quarter 2022 Results ? Q1 2022 TYMLOS? product net revenue of $43 million vs. $45 million in Q1 2021 o Q1 results: in-line with previously guided 1H 2022 company target of $97 million o Reiterating FY 2022 TYMLOS Net Revenue guidance of $232 million o Seasonality, as previously announced: 42% of net revenue in 1H and 58% in 2H 2022 o Patient Growth: average a |
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| May 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-35726 R |
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| May 5, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): May 5, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS PART IV Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 2)1 Radius Health, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Number) Adam Morgan Vela |
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| April 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| April 18, 2022 |
AMENDMENT AND JOINDER TO JOINT FILING AND SOLICITATION AGREEMENT EX-99.1 2 ex991to13da212927009041822.htm AMENDMENT AND JOINDER TO JOINT FILING AND SOLICITATION AGREEMENT Exhibit 99.1 AMENDMENT AND JOINDER TO JOINT FILING AND SOLICITATION AGREEMENT This Amendment and Joinder (this “Amendment”) is made and entered into as of April 18, 2022 to that certain Joint Filing and Solicitation Agreement, dated March 11, 2022 (the “Agreement”), by and among Velan Capital |
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| April 5, 2022 |
RAD011 Presentation April 5, 2022 Exhibit 99.1 Safe Harbor RAD011 Presentation - April 5, 2022 2 Any statements made in this presentation relating to future financial or business performance, guidance, conditions, plans, prospects, trends or strategies and other financial or business matters are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, |
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| April 5, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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 5, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| March 16, 2022 |
Radius Health Announces Leadership Appointments Exhibit 99.1 Radius Health Announces Leadership Appointments Boston, Mass., March 16, 2022 ? Radius Health, Inc. ("Radius" or the "Company") (Nasdaq: RDUS), today announced appointments to new roles on its executive leadership team, effective immediately. Mark Conley has joined Radius as the Company?s Chief Financial Officer. In addition, Kim Clarke has been promoted to the General Counsel positio |
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| March 16, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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): March 14, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| March 16, 2022 |
Offer Letter between the Company and Mark Conley Exhibit 10.1 22 Boston Wharf Road 7th Floor Boston, MA 02210 Tel: 617-551-4000 www.radiuspharm.com 2/2/22 Mark Conley 4 Birdie Lane Norfolk, MA Dear Mark, I am pleased to confirm the offer of employment to you with Radius Health, Inc. (?Radius?) in the full time position of Vice President, Chief Financial Officer reporting to Kelly Martin, Chief Executive Officer. You are tentatively scheduled for |
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| March 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Radius Health, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Number) Adam Morgan Vela |
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| March 15, 2022 |
Exhibit 99.2 VELAN CAPITAL PARTNERS LP c/o Velan Capital Investment Management LP 1055b Powers Place Alpharetta, Georgia 30009 REPERTOIRE MASTER FUND LP c/o Repertoire Partners LP 31 Hudson Yards, 11th Floor, Suite 43 New York, New York 10001 March , 2022 Re: Radius Health, Inc. Dear : Thank you for agreeing to serve as a nominee for election to the Board of Directors of Radius Health, Inc., a Del |
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| March 15, 2022 |
EX-99.3 4 ex993to13da112927009031122.htm POWERS OF ATTORNEY Exhibit 99.3 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Adam Morgan, Balaji Venkataraman and Deepak Sarpangal the undersigned’s true and lawful attorney-in-fact to take any and all action in connection with (i) the undersigned’s beneficial ownership of, or participation in a group wi |
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| March 15, 2022 |
JOINT FILING AND SOLICITATION AGREEMENT EX-99.1 2 ex991to13da112927009031122.htm JOINT FILING AND SOLICITATION AGREEMENT, DATED MARCH 11, 2022 Exhibit 99.1 JOINT FILING AND SOLICITATION AGREEMENT This Joint Filing and Solicitation Agreement (this “Agreement”) is made and entered into as of March 11, 2022, by and among (i) Velan Capital Partners LP, Velan Capital Holdings LLC, Velan Capital Investment Management LP, Avego Management, LLC |
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| March 7, 2022 |
RDUS / Radius Health Inc / Velan Capital Investment Management LP - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. )1 Radius Health, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Number) Adam Morgan Velan |
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| March 7, 2022 |
Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the common stock, par value $0.0001 per share, of Radius Health, Inc., a Delaware corporation. This Joi |
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| March 7, 2022 |
Exhibit 99.1 GROUP AGREEMENT THIS AGREEMENT, dated as of February 15, 2022 (the “Effective Date”), is by and between Repertoire Partners LP (“Repertoire”) and Velan Capital Investment Management LP (“Velan”) (each, a “Party” and, collectively, the “Parties” or the “Group”). WHEREAS, the Parties desire to coordinate or provide notice of certain efforts with respect to Radius Health, Inc. (the “Comp |
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| February 24, 2022 |
Radius Health, Inc. Fourth Quarter & Full Year 2021 Results EXHIBIT 99.1 Radius Health, Inc. Fourth Quarter & Full Year 2021 Results ? Q4 2021 TYMLOS? net revenue of $65 million vs. $60 million in Q4 2020, up 9% ? This is a record quarter ? over 18 quarters ? since the launch in May 2017 ? FY 2021 TYMLOS Net Revenue of $219 vs. $208 million in FY 2020, up 5% ? Net Loss reduced by ~36%: ($70) million FY 2021 vs ($109) million FY 2020 ? Adjusted EBITDA (Non- |
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| February 24, 2022 |
SUBSIDIARIES OF RADIUS HEALTH, INC. EX-21.1 2 rdus1231202110kex21d1.htm EX-21.1 Exhibit 21.1 SUBSIDIARIES OF RADIUS HEALTH, INC. Legal Name of Subsidiary Jurisdiction of Organization Radius Global Support, Inc. Delaware Radius Health Securities Corporation Massachusetts Radius International Limited United Kingdom Radius Health (Ireland) Limited Ireland Radius Pharmaceuticals (Bermuda) Ltd. Bermuda Radius Pharmaceuticals, Inc. Delawa |
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| February 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS PART IV Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 24, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): February 24, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission F |
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| February 23, 2022 |
UNITED STATES 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): February 16, 2022 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission F |
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| February 10, 2022 |
RDUS / Radius Health Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Radius Health Inc. Title of Class of Securities: Common Stock CUSIP Number: 750469207 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ?? |
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| February 10, 2022 |
RDUS / Radius Health Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Radius Health Inc. Title of Class of Securities: Common Stock CUSIP Number: 750469207 Date of Event Which Requires Filing of this Statement: January 31, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ R |
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| January 18, 2022 |
RDUS / Radius Health Inc / BB BIOTECH AG - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13)* Radius Health, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 750469207 (CUSIP Number) BB Biotech AG Ivo Betschart Schwertstrasse 6 CH-8200 Schaffhausen, Switzerland +41 44 267 67 00 (Name, Address and Tele |
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| January 7, 2022 |
22 Boston Wharf Road 7th Floor Boston, MA 02210 Tel: (617) 551-4000 January 4, 2022 BY edgar Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| January 3, 2022 |
RDUS / Radius Health Inc / Rubric Capital Management LP - RADIUS HEALTH, INC. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Radius Health, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 750469207 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to |
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| November 15, 2021 |
UNITED STATES 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): November 12, 2021 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission F |
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| November 10, 2021 |
RDUS / Radius Health Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* Radius Health, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 750469207 (CUSIP Number) October 29, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch |
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| November 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-357 |
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| November 8, 2021 |
Radius Health, Inc.: Third Quarter 2021 Results Exhibit 99.1 Radius Health, Inc.: Third Quarter 2021 Results ? TYMLOS? Q3, 2021 net revenue: $57 million, +13% vs. Q3, 2020 ? Added 4,461 new patients on TYMLOS in Q3, 2021, +10% vs. Q3, 2020 ? Adjusted EBITDA of ($11) million vs. $9 million in Q3, 2020 which included elacestrant license revenue ? ATOM Pivotal Study evaluating abaloparatide-SC for use in males with osteoporosis met primary and key |
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| November 8, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): November 8, 2021 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission Fi |
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| September 27, 2021 |
EX-3.2 2 rdus-ex326.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF RADIUS HEALTH, INC. (a Delaware corporation) TABLE OF CONTENTS Page ARTICLE ICORPORATE OFFICES1 1.1REGISTERED OFFICE1 1.2OTHER OFFICES1 ARTICLE IIMEETINGS OF STOCKHOLDERS1 2.1PLACE OF MEETINGS1 2.2ANNUAL MEETING1 2.3SPECIAL MEETING1 2.4 ADVANCE NOTICE PROCEDURES FOR BUSINESS BROUGHT BEFORE A MEETING1 2.5 ADVANCE NOTICE PROCE |
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| September 27, 2021 |
Financial Statements and Exhibits UNITED STATES 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): September 22, 2021 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission |
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| September 10, 2021 |
RDUS / Radius Health Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Radius Health Inc. Title of Class of Securities: Common Stock CUSIP Number: 750469207 Date of Event Which Requires Filing of this Statement: August 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Ru |
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| August 26, 2021 |
UNITED STATES 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): August 23, 2021 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-35726 Ra |
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| August 5, 2021 |
Exhibit 10.3 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND IS THE TYPE THAT RADIUS HEALTH, INC. TREATS AS PRIVATE OR CONFIDENTIAL. LICENSE AGREEMENT This LICENSE AGREEMENT (hereinafter called ?Agreement?) made and entered into this 29th day of June, 2006 (the ?Effective Date?) by and between Eisai Co., Ltd., a corporatio |
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| August 5, 2021 |
Radius Health, Inc.: Second Quarter and Year-to-Date Results Exhibit 99.1 Radius Health, Inc.: Second Quarter and Year-to-Date Results ? Repositioned the Company to create meaningful P+L operating leverage ? Dramatic improvement in Adj. EBITDA performance: ($6) million in Q2, 2021 vs. ($29) million in Q2, 2020 ? FY 2021 guidance: reiterate Adj. EBITDA of $10 million while reducing TYMLOS revenue from $250 to $240 million ? TYMLOS Q2, 2021 net revenue: $52 m |
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| August 5, 2021 |
Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND IS THE TYPE THAT RADIUS HEALTH, INC. TREATS AS PRIVATE OR CONFIDENTIAL. LICENSE AGREEMENT BETWEEN SCRAS S.A.S. AND NUVIOS 27 September 2005 1 TABLE OF CONTENTS Page ARTICLE 1 INTERPRETATION ? DEFINITIONS 1 ARTICLE 2 GRANT OF RIGHTS 9 ARTICLE 3 MILESTONE PAYMENTS |
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| August 5, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): August 5, 2021 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| August 5, 2021 |
Exhibit 10.2 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND IS THE TYPE THAT RADIUS HEALTH, INC. TREATS AS PRIVATE OR CONFIDENTIAL. THIS COMMERCIAL SUPPLY AGREEMENT is made effective as of January 1, 2016 (the ?Effective Date?), by and between Radius Health, Inc., a Delaware corporation with offices at 950 Winter Street, |
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| June 11, 2021 |
UNITED STATES 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): June 9, 2021 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File N |
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| May 21, 2021 |
Surrender Agreement, dated May 19, 2021, by and between Rovi Corporation and Radius Health, Inc. Exhibit 10.1 SURRENDER AGREEMENT This SURRENDER AGREEMENT (this ?Agreement?) made as of this 19th day of May 2021, by and between Rovi Corporation (?Sublandlord?) and Radius Health, Inc. (?Subtenant?). W I T N E S S E T H WHEREAS: A. Sublandlord is the tenant under that certain Lease with PRIME US-Crosspoint at Valley Forge, LLC, a Delaware Limited Liability Company(as successor-in-interest to DIV |
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| May 21, 2021 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES 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): May 19, 2021 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File N |
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| May 7, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-35726 R |
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| May 7, 2021 |
Exhibit 10.1 RADIUS HEALTH, INC. AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM (Adopted on January 1, 2016*) Set forth below is the Radius Health, Inc. (the ?Company?) Non-Employee Director Compensation Program (this ?Program?). Capitalized terms not otherwise defined herein shall have the meaning ascribed thereto in the Company?s 2018 Stock Option and Incentive Plan, or any othe |
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| May 7, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): May 7, 2021 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 7, 2021 |
Radius Health, Inc.: First Quarter 2021 Results Exhibit 99.1 Radius Health, Inc.: First Quarter 2021 Results ? Total net revenue: $56 million vs. $48 million in Q1, 2020, +17% year-over-year ? TYMLOS? U.S. product net revenue: $45 million vs. $48 million in Q1, 2020, -6% year-over-year ? Significant operating leverage improvement: - Q1, 2021 adjusted EBITDA: ($5) million vs. ($26) million in Q1, 2020 - Q1, 2021 EPS: ($0.34) vs. ($0.81) in Q1, 2 |
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| April 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 5, 2021 |
Exhibit 10.2 AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (REVOLVING LOAN) dated as of March 3, 2021 by and among RADIUS HEALTH, INC. RADIUS PHARMACEUTICALS, INC. RADIUS HEALTH VENTURES, INC. and any additional borrower that hereafter becomes party hereto, each as Borrower, and collectively as Borrowers, and MIDCAP FUNDING IV TRUST, as Agent and as a Lender, and THE ADDITIONAL LENDERS FROM T |
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| March 5, 2021 |
Exhibit 10.1 AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (TERM LOAN) dated as of March 3, 2021 by and among RADIUS HEALTH, INC. RADIUS PHARMACEUTICALS, INC. RADIUS HEALTH VENTURES, INC. and any additional borrower that hereafter becomes party hereto, each as Borrower, and collectively as Borrowers, and MIDCAP FINANCIAL TRUST, as Agent and as a Lender, and THE ADDITIONAL LENDERS FROM TIME TO |
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| March 5, 2021 |
UNITED STATES 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): March 3, 2021 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| March 5, 2021 |
Radius Health, Inc. Announces $175 Million Financing Transaction Exhibit 99.1 Radius Health, Inc. Announces $175 Million Financing Transaction • Repurchases $112.2 million of principal amount of the 3.00% convertible notes due September 1, 2024 (“2024 Notes”), representing approximately 37% of the outstanding 2024 Notes • Estimated excess cash proceeds of approximately $14.2 million will be added to the balance sheet • Eliminates approximately 2.3 million share |
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| February 25, 2021 |
AMENDED AND RESTATED BYLAWS RADIUS HEALTH, INC. (a Delaware corporation) TABLE OF CONTENTS Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF RADIUS HEALTH, INC. (a Delaware corporation) TABLE OF CONTENTS Page ? CORPORATE OFFICES 1 REGISTERED OFFICE 1 OTHER OFFICES 1 ? MEETINGS OF STOCKHOLDERS 1 PLACE OF MEETINGS 1 ANNUAL MEETING 1 SPECIAL MEETING 1 ADVANCE NOTICE PROCEDURES FOR BUSINESS BROUGHT BEFORE A MEETING 1 ADVANCE NOTICE PROCEDURES FOR NOMINATIONS OF DIRECTORS 5 NOTICE OF STOCKHOLDERS? |
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| February 25, 2021 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS PART IV Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 25, 2021 |
Radius Health, Inc.: Fourth Quarter and Full Year Results Exhibit 99.1 Radius Health, Inc.: Fourth Quarter and Full Year Results • Full year 2020 TYMLOS® U.S. net sales of $208 million was year-over-year growth of 20% • Q4 2020 TYMLOS U.S. net sales: $60 million was 8% growth vs. Q4 2019 and 19% growth vs. Q3 2020 • New patient starts: increased by 26% in Q4 2020 vs. Q3 2020 • ATOM, wearABLe and EMERALD studies: on schedule for 2H 2021 read-outs • Japan |
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| February 25, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): February 25, 2021 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission F |
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| February 25, 2021 |
Exhibit 10.37 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO RADIUS HEALTH, INC. IF PUBLICLY DISCLOSED EXECUTION ASSET PURCHASE AGREEMENT by and among RADIUS PHARMACEUTICALS, INC., BENUVIA THERAPEUTICS INC. and FRESH CUT DEVELOPMENT, LLC, DATED AS OF DECEMBER 30, 2020 TABLE OF CONTEN |
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| February 25, 2021 |
SUBSIDIARIES OF RADIUS HEALTH, INC. Exhibit 21.1 SUBSIDIARIES OF RADIUS HEALTH, INC. Legal Name of Subsidiary Jurisdiction of Organization Radius Global Support, Inc. Delaware Radius Health Securities Corporation Massachusetts Radius International Limited United Kingdom Radius Pharmaceuticals (Bermuda) Ltd. Bermuda Radius Pharmaceuticals, Inc. Delaware |
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| February 25, 2021 |
Exhibit 10.8 EXECUTIVE SEVERANCE AGREEMENT This Executive Severance Agreement (?Agreement?) is made effective as of (?Effective Date?), by and between Radius Health, Inc. (the ?Company?) and (?Executive?). WHEREAS, Executive is a key employee of the Company and the Company and Executive desire to set forth herein the terms and conditions of Executive?s compensation in the event of a termination of |
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| February 25, 2021 |
Exhibit 10.21 GENERAL RELEASE OF CLAIMS This General Release of Claims (?Release?) is entered into as of this 15th day of December, 2020, between Charles Morris (?Executive?), and Radius Health, Inc. (the ?Company?) (collectively referred to herein as the ?Parties?). WHEREAS, Executive and the Company are parties to that certain Executive Severance Agreement dated as of June 18, 2020 (the ?Severan |
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| February 25, 2021 |
Exhibit 10.22 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (?Agreement?) is effective as of 16th December, 2020 (the ?Effective Date?), is made by and between Radius Health, Inc., together with its affiliates (?Radius?), with an address of 950 Winter Street, Waltham, MA 02451 USA and cq-consulting LLC, with an address of 16 William Beaser Drive, Garnet Valley PA 19060, United States (?Consultant |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Radius Health Inc. Title of Class of Securities: Common Stock CUSIP Number: 750469207 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ |
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| February 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Radius Health, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 750469207 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc |
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| January 6, 2021 |
UNITED STATES 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): December 30, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission F |
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| January 6, 2021 |
Radius Health, Inc. Announces Acquisition of Orphan Disease Program EX-99.1 2 rdus-ex9916.htm EX-99.1 Exhibit 99.1 Radius Health, Inc. Announces Acquisition of Orphan Disease Program • RAD011 is a pivotal-trial ready synthetic cannabidiol oral solution with potential utilization in multiple endocrine and metabolic orphan diseases • Prader-Willi syndrome (“PWS”) will be the initial indication, which has been granted Orphan Drug and Fast Track Designation by the FDA |
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| January 4, 2021 |
UNITED STATES 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): December 30, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission F |
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| January 4, 2021 |
Radius Health Announces Changes to its Board of Directors EX-99.1 2 rdus-ex9916.htm EX-99.1 Exhibit 99.1 Radius Health Announces Changes to its Board of Directors BOSTON, Mass., January 4, 2021 (GLOBE NEWSWIRE) - Radius Health, Inc. (“Radius” or the “Company”) (Nasdaq: RDUS) announced today that Machelle Sanders and Dr. Andrew C. von Eschenbach have joined the Company’s board of directors. Ms. Sanders and Dr. von Eschenbach will fill vacancies created by |
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| December 18, 2020 |
UNITED STATES 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): December 15, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission F |
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| November 17, 2020 |
RDUS / Radius Health, Inc. / BB BIOTECH AG - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* Radius Health, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 750469207 (CUSIP Number) BB Biotech AG Ivo Betschart Schwertstrasse 6 CH-8200 Schaffhausen, Switzerland +41 44 267 67 00 (Name, Address and Tele |
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| November 5, 2020 |
Radius Health, Inc.: Third Quarter 2020 Operating Results EX-99.1 Exhibit 99.1 Radius Health, Inc.: Third Quarter 2020 Operating Results • TYMLOS® U.S. net sales of $50 million with 8% year-over-year growth; Total Revenues of $78 million • Q3 commercial pivot to focus on high risk fracture segment is gaining traction: Net New U.S. Patients increased by 7+% in September 2020 vs. previous 3-month moving average and 10 +% in October vs. previous 3 month mov |
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| November 5, 2020 |
exhibit101-original Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO RADIUS HEALTH, INC. IF PUBLICLY DISCLOSED CONFIDENTIAL LICENSE AGREEMENT This License Agreement (this “Agreement”), dated as of July 23, 2020 (the “Effective Date”), is made by and between Radius Pharmace |
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| November 5, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES 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): November 5, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 5, 2020 |
exhibit102-originalv2 Exhibit 10.2 PARTIAL RELEASE AND ACKNOWLEDGEMENT AGREEMENT This PARTIAL RELEASE AND ACKNOWLEDGEMENT AGREEMENT (this “Agreement”), dated as of July 22, 2020, is made by and among MIDCAP FINANCIAL TRUST, a Delaware statutory trust, as agent under Term Loan Credit Agreement referred to below (in such capacity and together its successors and assigns, the “Term Loan Agent”), MIDCA |
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| November 5, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-357 |
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| November 5, 2020 |
exhibit103-originalv2 Exhibit 10.3 GENERAL RELEASE OF CLAIMS This General Release of Claims (“Release”) is entered into between Jose I. Carmona (“Executive”), and Radius Health, Inc. (the “Company”) (collectively referred to herein as the “Parties”). WHEREAS, Executive and the Company are parties to that certain Executive Severance Agreement dated as of June 18, 2020 (the “Severance Agreement”); W |
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| September 24, 2020 |
EX-99.1 Exhibit 99.1 Radius Health Provides Business Update ● Organizational Change within Finance Function ● Creates Capital, Strategy & Transactions Group WALTHAM, Mass., September 24, 2020 (GLOBE NEWSWIRE) - Radius Health, Inc. (“Radius” or the “Company”) (Nasdaq: RDUS), today announced that Jose (Pepe) Carmona will be stepping down as Chief Financial Officer of Radius Health, Inc., with immedi |
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| September 24, 2020 |
UNITED STATES 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): September 22, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission |
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| September 2, 2020 |
Letter dated September 2, 2020 from E&Y to the Securities and Exchange Commission. EX-16.1 Exhibit 16.1 September 2, 2020 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated September 2, 2020 of Radius Health, Inc. and are in agreement with the statements contained in the second and third paragraphs of 4.01(a) on Page 2 therein. We have no basis to agree or disagree with other statements of the |
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| September 2, 2020 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES 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): August 31, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 10, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-35726 Ra |
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| August 10, 2020 |
EX-99.1 Exhibit 99.1 Radius Health Announces Second Quarter 2020 Operating Results TYMLOS® U.S. net sales of $50 million, with 22% year over year growth Completion of enrollment in ATOM Phase 3 expected this week Phase 3 Trials: wearABLe and EMERALD remain on track Conference call scheduled for 8:30 a.m. ET today WALTHAM, Mass., August 10, 2020 — Radius Health, Inc. (“Radius” or the “Company”) (Na |
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| August 10, 2020 |
UNITED STATES 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): August 10, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission Fil |
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| July 23, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES 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): July 23, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| July 23, 2020 |
EX-99.1 Exhibit 99.1 Menarini Group and Radius Health Announce Global License Agreement for the Development and Commercialization of Elacestrant • Menarini licenses global development and commercialization rights of elacestrant, an oral SERD currently in late stage Phase 3 development • Elacestrant further strengthens Menarini’s global oncology portfolio, recently bolstered by the acquisition of S |
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| June 22, 2020 |
UNITED STATES 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): June 22, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| June 8, 2020 |
UNITED STATES 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): June 4, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File N |
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| May 19, 2020 |
RDUS / Radius Health, Inc. / BB BIOTECH AG - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* Radius Health, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 750469207 (CUSIP Number) BB Biotech AG Ivo Betschart Schwertstrasse 6 CH-8200 Schaffhausen, Switzerland +41 44 267 67 00 (Name, Address and Tele |
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| May 8, 2020 |
As filed with the Securities and Exchange Commission on May 8, 2020 Registration No. |
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| May 7, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-35726 R |
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| May 7, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): May 7, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 7, 2020 |
Exhibit 99.1 Radius Health Announces First Quarter 2020 Operating Results TYMLOS® U.S. net sales of $48 million, with 61% year over year growth Our three Phase 3 studies continue to advance amid slowdown in recruitment due to COVID-19 pandemic. Anticipated data read-outs remain on track for second half of 2021. Due to anticipated impact of pandemic, 2020 TYMLOS U.S. net revenue guidance mid-point |
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| April 28, 2020 |
EX-99.1 Exhibit 99.1 Radius Health Announces CEO Leadership Transition Jesper Hoeiland to step down as President and Chief Executive Officer in order to return to Denmark with his family Jesper will serve as a Senior Advisor to the Company to help facilitate a smooth transition Kelly Martin has been appointed President and Chief Executive Officer WALTHAM, Mass., April 28, 2020 — Radius Health, Inc |
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| April 28, 2020 |
UNITED STATES 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 24, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| April 28, 2020 |
Inducement Option Agreement (Performance-Based Option) between the Company and G. Kelly Martin EX-10.3 Exhibit 10.3 NON-QUALIFIED STOCK OPTION AGREEMENT INDUCEMENT STOCK OPTION GRANT (PERFORMANCE-BASED) Name of Optionee: G. Kelly Martin No. of Option Shares: 575,000 Option Exercise Price per Share: $16.46 Grant Date: April 28, 2020 Vesting Commencement Date: April 28, 2020 Expiration Date: April 27, 2030 Radius Health, Inc. (the “Company”) hereby grants to the Optionee named above an option |
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| April 28, 2020 |
Senior Advisor Agreement between the Company and Jesper Hoeiland EX-10.4 Exhibit 10.4 SENIOR ADVISOR AGREEMENT This SENIOR ADVISOR AGREEMENT (the “Agreement”), is made as of April 28, 2020 (the “Effective Date”) between Radius Health, Inc. (the “Company”), and Jesper Høiland, MSc (the “Senior Advisor”). WHEREAS, the Senior Advisor has been employed by the Company as its President and Chief Executive Officer pursuant to the terms of the Employment Agreement betw |
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| April 28, 2020 |
Employment Agreement between the Company and G. Kelly Martin EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made between Radius Health, Inc. (the “Company”) and G. Kelly Martin (the “Executive”). WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by the Company beginning on April 28, 2020 (the “Effective Date”) on the terms contained herein. NOW, THEREFORE, in consideration |
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| April 28, 2020 |
Inducement Option Agreement (Time-Based Option) between the Company and G. Kelly Martin EX-10.2 Exhibit 10.2 NON-QUALIFIED STOCK OPTION AGREEMENT INDUCEMENT STOCK OPTION GRANT (TIME-BASED) Name of Optionee: G. Kelly Martin No. of Option Shares: 575,000 Option Exercise Price per Share: $16.46 Grant Date: April 28, 2020 Vesting Commencement Date: April 28, 2020 Expiration Date: April 27, 2030 Radius Health, Inc. (the “Company”) hereby grants to the Optionee named above an option (the “ |
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| April 17, 2020 |
RDUS / Radius Health, Inc. DEFA14A - - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 17, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 30, 2020 |
amendment No. 1 to CREDIT AND SECURITY AGREEMENT (TERM LOAN) This AMENDMENT NO. 1 TO CREDIT AND SECURITY AGREEMENT (TERM LOAN) (this “Agreement”) is made as of 27th day of March, 2020, by and among RADIUS HEALTH, INC., a Delaware corporation (“Radius Health”), RADIUS PHARMACEUTICALS, INC., a Delaware corporation (“Radius Pharma” and, together with Radius Health, collectively, “Borrowers”, and each |
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| March 30, 2020 |
UNITED STATES 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): March 27, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| March 26, 2020 |
UNITED STATES 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): March 23, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| March 20, 2020 |
UNITED STATES 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): March 20, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| March 9, 2020 |
RDUS / Radius Health, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Radius Health, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 750469207 (CUSIP Number) February 28, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc |
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| February 27, 2020 |
SUBSIDIARIES OF RADIUS HEALTH, INC. Exhibit 21.1 SUBSIDIARIES OF RADIUS HEALTH, INC. Legal Name of Subsidiary Jurisdiction of Organization Radius Global Support, Inc. Delaware Radius Health Securities Corporation Massachusetts Radius International Limited United Kingdom Radius Pharmaceuticals (Bermuda) Ltd. Bermuda Radius Pharmaceuticals, Inc. Delaware |
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| February 27, 2020 |
Exhibit 99.1 Radius Health Announces Fourth Quarter and Full-Year 2019 Operating Results TYMLOS® U.S. net sales grew to $56 million in the fourth quarter of 2019, totaling $173M for full-year 2019, exceeding the Company’s guidance of $168 to 172M TYMLOS exited 2019 with majority share in new patients1, on track for market leadership in 2020 2020 TYMLOS U.S. net revenue expected to be between $220 |
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| February 27, 2020 |
Exhibit 4.5 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of February 25, 2020, Radius Health, Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our common stock. Description of Common Stock General Our authorized capital stock consists of 200,000,000 shares of co |
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| February 27, 2020 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS PART IV Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 27, 2020 |
Exhibit 10.3(a) RESTRICTED STOCK UNIT AWARD AGREEMENT FOR COMPANY EMPLOYEES 2018 STOCK OPTION AND INCENTIVE PLAN (Form amended as of February 20, 2020) Name of Grantee: No. of Restricted Stock Units: Grant Date: Vesting Commencement Date: Pursuant to the Radius Health, Inc. 2018 Stock Option and Incentive Plan, as amended through the date hereof (the “Plan”), Radius Health, Inc. (the “Company”) he |
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| February 27, 2020 |
Exhibit 10.20(a) Certain information identified in this document, marked by “[*]”, has been excluded pursuant to Regulation S-K, Item 601(b)(10) because it is not material and would likely cause competitive harm to the registrant if publicly disclosed. AMENDMENT #1 TO COMMERCIAL SUPPLY AGREEMENT This Amendment #1 to the Commercial Supply Agreement is made and entered into the 1st day of December 2 |
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| February 27, 2020 |
Exhibit 10.22(d) FOURTH AMENDMENT TO LEASE FOURTH AMENDMENT TO LEASE dated as of this 28th day of January 2020 by and between BP BAY COLONY LLC, a Delaware limited liability company (“Landlord”), and RADIUS HEALTH, INC., a Delaware corporation (“Tenant”). RECITALS By Lease dated May 14, 2014 (the “Lease”), Landlord did lease to Tenant, and Tenant did hire and lease from Landlord, certain premises |
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| February 27, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): February 27, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission F |
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| February 14, 2020 |
RDUS / Radius Health, Inc. / HealthCor Management, L.P. - SC 13G/A Passive Investment SECURITIES & EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. 2)* Radius Health, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 750469207 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Fili |
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| February 14, 2020 |
JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1 (k) EXHIBIT I JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1 (k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. |
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| February 12, 2020 |
RDUS / Radius Health, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Radius Health Inc Title of Class of Securities: Common Stock CUSIP Number: 750469207 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ R |
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| February 7, 2020 |
RDUS / Radius Health, Inc. / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) RADIUS HEALTH, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 750469207 (CUSIP Number) DECEMBER 31, 2019 (Date of event which requires filing of this statement) Check the appropriate box to designate the rul |
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| January 13, 2020 |
Exhibit 10.1 CREDIT AND SECURITY AGREEMENT (TERM LOAN) dated as of January 10, 2020 by and among RADIUS HEALTH, INC. RADIUS PHARMACEUTICALS, INC. and any additional borrower that hereafter becomes party hereto, each as Borrower, and collectively as Borrowers, and MIDCAP FINANCIAL TRUST, as Agent and as a Lender, and THE ADDITIONAL LENDERS FROM TIME TO TIME PARTY HERETO Table of Contents Page Artic |
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| January 13, 2020 |
Exhibit 10.2 CREDIT AND SECURITY AGREEMENT (REVOLVING LOAN) dated as of January 10, 2020 by and among RADIUS HEALTH, INC. RADIUS PHARMACEUTICALS, INC. and any additional borrower that hereafter becomes party hereto, each as Borrower, and collectively as Borrowers, and MIDCAP FINANCIAL TRUST, as Agent and as a Lender, and THE ADDITIONAL LENDERS FROM TIME TO TIME PARTY HERETO Table of Contents Page |
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| January 13, 2020 |
Exhibit 99.1 Radius Exceeds 2019 Financial Guidance and Provides Business Update at the 38th Annual J.P. Morgan Healthcare Conference Full-Year 2019 TYMLOS U.S. net revenue exceeds financial guidance, surpassing $172M. TYMLOS exits 2019 with 52% market share in new patients1, on track for market leadership in 2020. Radius delivers strong year-end balance sheet with $160M cash2 balance and expects |
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| January 13, 2020 |
UNITED STATES 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): January 10, 2020 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission Fi |
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| January 13, 2020 |
JP Morgan healthcare conference JESPER HOEILAND, CEO JANUARY 14, 2020 Exhibit 99.2 Safe Harbor Any statements made in this presentation relating to future financial or business performance, guidance, conditions, plans, prospects, trends or strategies and other financial or business matters, including regarding the commercialization of TYMLOS® (abaloparatide) injection in the U.S., the development |
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| January 8, 2020 |
RDUS / Radius Health, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Radius Health, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 750469207 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc |
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| December 20, 2019 |
UNITED STATES 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): December 20, 2019 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission F |
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| November 5, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): November 5, 2019 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 5, 2019 |
Exhibit 99.1 Radius Health Announces Third Quarter 2019 Results and Corporate Update TYMLOS U.S. net sales grew to $47M and is capturing half of anabolic new patient starts1 Guidance for FY 2019 sales increased to $168-$172M (vs. $165-$170M prior) and year-end cash, cash equivalents and investments balance increased to over $130M (vs. over $120M prior) Top-line data from Phase 3 wearABLe trial exp |
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| November 5, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-357 |
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| August 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): August 7, 2019 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| August 7, 2019 |
rdus-ex991_6.htm Exhibit 99.1 Radius Health Announces Second Quarter 2019 Operating Results TYMLOS® U.S. net sales were $41.0 million in the second quarter of 2019, an 81% growth over the second quarter of 2018. TYMLOS continued increasing its share of the U.S. anabolic osteoporosis market capturing an average of 35% total market share and 46% share in new patients in the second quarter of 2019. R |
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| August 7, 2019 |
AMENDMENT NO. 2 TO THE MANUFACTURING SERVICES AGREEMENT Exhibit 10.3 AMENDMENT NO. 2 TO THE MANUFACTURING SERVICES AGREEMENT THIS AMENDMENT NO. 2 (“Amendment No. 2”), TO THE Manufacturing Services Agreement is entered into as of June 10, 2019 by and between Radius Health, Inc., (“Radius”) and Lonza Sales Ltd (hereinafter “Lonza” or “PolyPeptide”). WHEREAS, Radius and PolyPeptide are parties to that certain Manufacturing Services Agreement having an eff |
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| August 7, 2019 |
AMENDMENT NO. 2 TO THE SUPPLY AGREEMENT Exhibit 10.2 AMENDMENT NO. 2 TO THE SUPPLY AGREEMENT THIS AMENDMENT NO. 2 (“Amendment No. 2”), TO THE Supply Agreement is entered into as of June 18, 2019 by and between Radius Health, Inc. (“Radius”) and Ypsomed AG (“Ypsomed”). WHEREAS, Radius and Ypsomed are parties to that certain Supply Agreement having an effective date of September 30, 2015 and as amended by a first amendment as of February |
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| August 7, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-35726 Ra |
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| August 7, 2019 |
Amendment #1 to Supply Agreement Radius Health, Inc. – Ypsomed AG Amendment # 1 to Supply Agreement Exhibit 10.1 Amendment #1 to Supply Agreement Radius Health, Inc. – Ypsomed AG Amendment # 1 to Supply Agreement This Amendment # 1 to Supply Agreement (“Amendment # 1”) is made by and between Radius Health, Inc., a Delaware corporation having an address of 950 Winter Street, Waltham, MA 02451 USA (“Radius”) and Ypsomed AG, Brunnmattstrasse 6, 3401 Burgdorf, Switzerland (“Ypsomed”). WHEREAS, Radiu |
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| June 7, 2019 |
Submission of Matters to a Vote of Security Holders UNITED STATES 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): June 6, 2019 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File N |
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| June 4, 2019 |
RDUS / Radius Health, Inc. / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 RADIUS HEALTH, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 750469207 (CUSIP Number) MAY 28, 2019 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which thi |
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| May 9, 2019 |
As filed with the Securities and Exchange Commission on May 9, 2019 Registration No. |
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| May 8, 2019 |
Exhibit 99.1 Radius Health Announces First Quarter 2019 Operating Results TYMLOS® U.S. net sales were $29.8 million in the first quarter of 2019 doubling over the first quarter of 2018. TYMLOS continued increasing its share in the U.S. anabolic osteoporosis market capturing an average of 30% total market share and 42% share in new patients in the first quarter of 2019. Radius expects TYMLOS to ass |
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| May 8, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): May 8, 2019 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 8, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 Or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-35726 R |
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| May 8, 2019 |
AMENDMENT NO. 1 TO THE MANUFACTURING SERVICES AGREEMENT Exhibit 10.1 [*] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. AMENDMENT NO. 1 TO THE MANUFACTURING SERVICES AGREEMENT THIS AMENDMENT NO. 1, TO THE Manufacturing Services Agreement (“Amendment No. 1”) is entered into as of |
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| April 30, 2019 |
UNITED STATES 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 28, 2019 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission File |
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| April 18, 2019 |
RDUS / Radius Health, Inc. DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 18, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| February 28, 2019 |
Exhibit 10.17 950 Winter Street Waltham, MA 02451 Tel: (617) 551-4000 Fax: (617) 551-4701 June 28, 2018 Charlie Morris Dear Charlie, I am pleased to offer you full-time employment with Radius Health, Inc. (“Radius” or the “Company”) as the Chief Medical Officer reporting to Jesper Høiland, Chief Executive Officer of Radius. Your position will be based out of our Wayne, PA corporate offices with a |
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| February 28, 2019 |
Exhibit 10.5 RADIUS HEALTH, INC. AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM (Adopted on January 1, 2016*) Set forth below is the Radius Health, Inc. (the “Company”) Non-Employee Director Compensation Program (this “Program”). Capitalized terms not otherwise defined herein shall have the meaning ascribed thereto in the Company’s 2018 Stock Option and Incentive Plan, or any othe |
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| February 28, 2019 |
Exhibit 10.19 RADIUS HEALTH, INC. [FORM OF] OFFICER INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of [] by and between Radius Health, Inc., a Delaware corporation (the “Company”), and [Officer] (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company; WHEREA |
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| February 28, 2019 |
Exhibit 10.18 RADIUS HEALTH, INC. [FORM OF] DIRECTOR INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of [] by and between Radius Health, Inc., a Delaware corporation (the “Company”), and [Director] (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company; WHER |
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| February 28, 2019 |
Exhibit 99.1 Radius Health Announces Fourth Quarter and Full-Year 2018 Operating Results TYMLOS® U.S. net sales continued to increase, reaching $34.4 million in the fourth quarter of 2018 and totaling $99.2 million for full-year 2018, exceeding the Company’s guidance of $95-98 million. Elacestrant’s Phase 3 study was initiated at the end of 2018 and is open for enrollment. Radius maintains its fin |
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| February 28, 2019 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS PART IV Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 28, 2019 |
SUBSIDIARIES OF RADIUS HEALTH, INC. Exhibit 21.1 SUBSIDIARIES OF RADIUS HEALTH, INC. Legal Name of Subsidiary Jurisdiction of Organization Radius Global Support, Inc. Delaware Radius Health Securities Corporation Massachusetts Radius International Limited United Kingdom Radius Pharmaceuticals (Bermuda) Ltd. Bermuda Radius Pharmaceuticals, Inc. Delaware |
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| February 28, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): February 28, 2019 RADIUS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-35726 80-0145732 (State or other jurisdiction of incorporation) (Commission F |
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| February 28, 2019 |
RADIUS HEALTH, INC. EMPLOYMENT INDUCEMENT STOCK OPTION AGREEMENT Exhibit 10.17(a) RADIUS HEALTH, INC. EMPLOYMENT INDUCEMENT STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (the “Agreement”) is entered into as of the Grant Date set forth below (the “Grant Date”) between Radius Health, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and the individual identified in paragraph 1 below, currently residing at the address set |
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| February 14, 2019 |
JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(k) EXHIBIT I JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. |
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| February 14, 2019 |
RDUS / Radius Health, Inc. / HealthCor Management, L.P. - SCHEDULE 13G/A Passive Investment SECURITIES & EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. 1)* Radius Health, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 750469207 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Fili |
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| February 14, 2019 |
RDUS / Radius Health, Inc. / Point72 Asset Management, L.P. - SCHEDULE 13G/A, #2 Passive Investment 240.13d-102 Schedule 13G - Information to be included in statements filed pursuant to 240.13d-1(b), (c), and (d) and amendments thereto filed pursuant to 240.13d-2. Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* (Name of Issuer) Radius Health, Inc. (Title of Class of Securities) Common Stock, Par Value $0.0001 Pe |
