EVFM 2018 Proxy Statement

5 our independent registered public accounting firm for 2018, the Audit Committee of our Board of Directors will reconsider its selection. Where Can I Find the Voting Results of the Annual Meeting? The preliminary voting results will be announced at the Annual Meeting, and we will publish preliminary, or final results if available, in a Current Report on Form 8-K within four business days of the Annual Meeting. If final results are unavailable at the time we file the Form 8-K, then we will file an amended report on Form 8-K to disclose the final voting results within four business days after the final voting results are known. What Are the Costs of Soliciting these Proxies? We will pay all of the costs of soliciting these proxies. Our directors and employees may solicit proxies in person or by telephone, fax or email. We will pay these employees and directors no additional compensation for these services. We will ask banks, brokers and other institutions, nominees and fiduciaries to forward these proxy materials to their principals and to obtain authority to execute proxies. We will then reimburse them for their expenses. What Constitutes a Quorum for the Annual Meeting? The presence, in person or by proxy, of the holders of a majority of the voting power of all outstanding shares of our common stock entitled to vote at the Annual Meeting is necessary to constitute a quorum at the Annual Meeting. Votes of stockholders of record who are present at the Annual Meeting in person or by proxy, abstentions, and broker non-votes are counted for purposes of determining whether a quorum exists. Attending the Special Meeting The Annual Meeting will be held at 8:00 a.m., Pacific Standard Time, on Tuesday, May 8, 2018, at the San Diego Marriott Del Mar located at 11966 El Camino Real, San Diego, California 92130. You need not attend the Annual Meeting in order to vote. Why do you discuss a merger and a financing in this Proxy Statement? On January 17, 2018, the Company and privately-held Evofem Biosciences Operations, Inc., or Evofem Operations, completed the merger and reorganization, or the Merger, in accordance with the terms of the Agreement and Plan of Merger and Reorganization, dated October 17, 2017, or the Merger Agreement, by and among the Company, Evofem Operations and Nobelli Merger Sub, Inc., a wholly owned subsidiary of the Company, or Merger Sub, whereby Merger Sub merged with and into Evofem Operations, with Evofem Operations surviving as a wholly owned subsidiary of the Company. On January 17, 2018, in connection with the Merger, the Company filed a certificate of amendment to its amended and restated certificate of incorporation to effect a six-for-one reverse stock split of its common stock, or the Reverse Split, to cause the Company not to be governed by Section 203 of the Delaware General Corporation Law, or the DGCL, and to change its name from “Neothetics, Inc.” to “Evofem Biosciences, Inc.” The name change and the Reverse Split were both effected on January 17, 2018. Shares of the Company’s common stock commenced trading on The Nasdaq Capital Market under the new name and ticker symbol “EVFM” as of market open on January 18, 2018. Unless otherwise noted, all references to share amounts in this proxy statement, including references to shares or options issued in connection with the Merger and the Financing (as defined below), reflect the Reverse Split. On January 17, 2018, immediately following the completion of the Merger, the Company issued, in a private placement transaction, or the Financing, an aggregate of 1,614,289 shares of its common stock to certain accredited investors for an aggregate purchase price of $20 million pursuant to the terms of the Securities Purchase Agreement, dated October 17, 2017, by and among the Company, Evofem Operations and certain accredited investors, or the Securities Purchase Agreement. Upon consummation of the Financing, the Company terminated its existing Fourth Amended and Restated Investors’ Rights Agreement, dated September 22, 2014, by and between the Company and the investors listed therein, or the Existing Investors, and entered into a registration rights agreement with the accredited investors participating in the Financing and certain previous investors of Evofem Operations and the Company, or the Registration Rights Agreement, pursuant to which the