Attached files
file | filename |
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S-1MEF - S-1 REGISTRATION STATEMENT - HARROW HEALTH, INC. | s1_s1mef.htm |
EX-23.1 - EXHIBIT 23.1 AUDITOR'S CONSENT - HARROW HEALTH, INC. | s1_ex23z1.htm |
EXHIBIT 5.1
12531 HIGH BLUFF DRIVE TELEPHONE: 858.720.5100 FACSIMILE: 858.720.5125 WWW.MOFO.COM | MORRISON & FOERSTER LLP NEW YORK, SAN FRANCISCO, TOKYO, LONDON, BRUSSELS, |
February 7, 2013
Imprimis Pharmaceuticals, Inc.
437 South Highway 101, Suite 209
Solana Beach, CA 92075
Re:
Registration Statement on Form S-1
Filed pursuant to Rule 462(b) under the Securities Act of 1933
Ladies and Gentlemen:
We have examined the Registration Statement on Form S-1 (the Registration Statement) of Imprimis Pharmaceuticals, Inc., a Delaware corporation (the Company), to be filed with the Securities and Exchange Commission on February 7, 2013 pursuant to Rule 462(b) under the Securities Act of 1933, as amended (the Securities Act), relating to the registration under the Securities Act of an additional 254,096 shares (the Additional Shares) of the Companys common stock, $0.001 par value per share (which includes shares subject to the underwriters over-allotment option). An aggregate of 1,861,904 shares of the Companys common stock was registered pursuant to the Companys Registration Statement on Form S-1 (No. 333-182846), which was declared effective by the Commission on February 7, 2013. The Additional Shares are to be sold to the underwriters named in the Registration Statement for resale to the public.
As counsel to the Company, we have examined the proceedings taken by the Company in connection with the issuance by the Company of the Additional Shares. We are of the opinion that the Additional Shares to be offered and sold by the Company have been duly authorized and, when issued and sold by the Company in the manner described in the Registration Statement and in accordance with the resolutions adopted by the Board of Directors of the Company, will be legally issued, fully paid and nonassessable.
We hereby consent to the inclusion of this opinion as an exhibit to the Registration Statement and to the reference to our firm under the caption Legal Matters in the Registration Statement and the prospectus included or incorporated by reference therein.
Very truly yours,
/s/ Morrison & Foerster LLP
Morrison & Foerster LLP