OSMT Osmotica Pharmaceuticals PLC

On October 6, 2021, the Company entered into an Underwriting Agreement (the “Underwriting Agreement”) with H.C. Wainwright & Co., LLC (the “Underwriter”) relating to an underwritten public offering (the “Public Offering”) of 14,000,000 (the “Firm Shares”) of the Company’s Ordinary Shares, and warrants to purchase 14,000,000 Ordinary Shares (the “Firm Warrants”). In addition, the Company granted the Underwriter a 30-day option to purchase up to an additional 2,100,000 Ordinary Shares and/or warrants to purchase an additional 2,100,000 Ordinary Shares (the “Optional Warrants” and, together with the Firm Warrants, the “Warrants” and, together with the Firm Shares and Firm Warrants, the “Securities”) at the public offering price, less the underwriting discounts and commissions. On October 11, 2021, the Underwriter exercised its right to purchase the Optional Warrants. Each Ordinary Share was offered together with one Warrant at a combined public offering price of $2.50 per Ordinary Share and accompanying Warrant, less underwriting discounts and commissions. The Warrants have an exercise price of $3.10, are exercisable immediately, and will expire three and one half years following the date of issuance. The Underwriting Agreement contains customary representations, warranties and covenants of the Company and also provides for customary indemnification by each of the Company and the Underwriter against certain liabilities. The Public Offering was made pursuant to the Company’s effective registration statement on Form S-3 (File No. 333-236193), including the prospectus dated February 12, 2020, as supplemented by a prospectus supplement dated October 6, 2021.

The foregoing description of the Underwriting Agreement and the Warrants does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of the Underwriting Agreement and the Form of the Warrant, copies of which are filed as Exhibit 1.1 and 4.1, respectively, hereto and are incorporated herein by reference.

The legal opinion of A&L Goodbody relating to the Securities is filed herewith as Exhibit 5.1.

In connection with the Public Offering, certain information relating to Part II, Item 14 of the above referenced registration statement under the heading “Other Expenses of Issuance and Distribution” is being filed as Exhibit 99.1 to this Current Report on Form 8-K to be incorporated by reference into such registration statement.