Sientra, Inc. (“Sientra” or the “Company”) announced that,
following the completion of its Section 363 sales auction, Tiger
Aesthetics Medical, LLC (“Tiger”) has been declared the successful
bidder for certain of the assets of Sientra used in its breast
reconstruction and augmentation business. As consideration for the
acquisition, Tiger will pay a cash consideration of $42.5 million
as well as assume certain liabilities of the Company, including up
to $7 million in cure costs for certain assumed contracts, all the
Company’s warranties for breast implants sold prior to the closing
date, and all of the Company’s customer contracts.
Sientra also announced that it has entered into a definitive
agreement with Nuance Intermediary, LLC (“Nuance”), pursuant to
which Nuance will acquire substantially all the assets of Sientra
used in its BIOCORNEUM business. As consideration for the
acquisition, Nuance will pay a cash consideration of $8 million as
well as assume certain liabilities of the Company, including cure
costs for certain assumed contracts.
Both transactions are subject to the approval of the United
States Bankruptcy Court for the District of Delaware at a hearing
currently scheduled for April 10, 2024, and other customary closing
conditions. All breast implant warranties under Sientra’s
current warranty programs will be honored through closing.
Sientra announced its intent to pursue an expedited sale of its
business under Section 363 of the Bankruptcy Code following filing
for Chapter 11 protection in the United States Bankruptcy Court for
the District of Delaware on February 12, 2024.
Sientra is represented by Kirkland & Ellis LLP and Pachulski
Stang Ziehl & Jones as legal counsel, Stifel / Miller Buckfire
as investment banker, and Berkeley Research Group, LLC as financial
advisor. Court filings and information about Sientra’s Chapter 11
case can be found at a website maintained by the claims agent Epiq
Corporate Restructuring, LLC at https://dm.epiq11.com/Sientra.
Tiger Aesthetics Medical, LLC is represented by Blank Rome LLP
as legal counsel and H.C. Wainwright & Co. as investment
banker. Tiger Aesthetics Medical is a wholly owned subsidiary of
Tiger Biosciences. Tiger Biosciences acts as a parent company to a
distinguished and growing portfolio of medical science and
innovation companies, including wound care, regenerative medicine,
and aesthetic subsidiaries.
Nuance Intermediary, LLC, an investment of Nuance Holdings LLC,
as well as the owner of Nuance Medical, is represented by Ferguson
Braswell Fraser Kubasta PC as legal counsel.
About SientraHeadquartered in Irvine,
California, Sientra is a surgical aesthetics company focused on
empowering people to change their lives through increased
self-confidence and self-respect. Backed by unrivaled clinical and
safety data, Sientra’s platform of products includes a
comprehensive portfolio of round and shaped breast implants, the
first fifth-generation breast implants approved by the FDA for sale
in the United States, the ground-breaking AlloX2®breast tissue
expander with patented dual-port and integrated drain technology,
alongside our single port tissue expander DERMASPAN designed to
enable a gentler, more predictable expansion, the next-generation
AlloX2Pro™, the first FDA-cleared MRI-compatible tissue expander,
the Viality™ with AuraClens™ enhanced viability fat transfer
system, the SimpliDerm® Human Acellular Dermal Matrix, and
BIOCORNEUM the #1 performing, preferred and recommended scar gel of
plastic surgeons (*).
Sientra uses its investor relations website to publish important
information about the Company, including information that may be
deemed material to investors. Financial and other information about
Sientra is routinely posted and is accessible on the Company’s
investor relations website at www.sientra.com. To learn more
about Sientra, visit our website and follow Sientra on LinkedIn,
Instagram, and Facebook.
(*) Data on file
About Tiger BiosciencesTiger
BioSciences is a pioneering force in the field of regenerative
medicine, dedicated to maximizing the potential of human tissue. As
a leader in tissue engineering and processing, we are driving
innovation and transforming the future of medical science. Our
mission is to harness the power of biotechnology and leverage the
incredible possibilities within human tissue to shape a brighter
future for patients worldwide. Tiger BioSciences leads the way in
cutting-edge advancements in regenerative therapies. Our portfolio
spans the entire spectrum of modern tissue engineering, from idea
conception and pre-clinical research to processing and compliant
distribution. At Tiger BioSciences, we are united by a shared
commitment to pushing the boundaries of medical science and
improving the lives of patients. Our teams of dedicated experts are
passionate about making a difference and delivering innovative
solutions that revolutionize wound care, aesthetics, and
regenerative medicine.
About Nuance Medical Nuance
Medical, a wholly-owned subsidiary of Nuance Intermediary, LLC, is
headquartered in Carlsbad, California, and is a leading designer,
developer and marketer of branded and private label medical
products. The company was formed in 2013 to develop innovative
products in under-served, niche markets in the healthcare sector.
Nuance Medical’s capabilities include product development,
distribution, sales and marketing expertise, and deep relationships
with healthcare distributors. To learn more about Nuance Medical's
acquisition of BIOCORNEUM, visit
www.nuancemedical.com/biocorneum.
Forward-Looking StatementsThis press release
contains “forward-looking statements” within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended, based on
management’s current assumptions and expectations of future events
and trends, which affect or may affect the Company’s business,
strategy, operations or financial performance, and actual results
may differ materially from those expressed or implied in such
statements due to numerous risks and uncertainties. Forward-looking
statements are made only as of the date of this release. The words
“believe,” “may,” “might,” “could,” “will,” “aim,” “estimate,”
“continue,” “anticipate,” “intend,” “expect,” “plan,” “position,”
or the negative of those terms, and similar expressions that convey
uncertainty of future events or outcomes are intended to identify
estimates, projections and other forward-looking
statements. Forward-looking statements are based on
management’s current expectations, beliefs, assumptions and
estimates. These statements are subject to significant risks,
uncertainties and assumptions that are difficult to predict and
could cause actual results to differ materially and adversely from
those expressed or implied in the forward-looking statements,
including risks and uncertainties regarding: the Company’s ability
to obtain court approval from the Bankruptcy Court with respect to
motions or other requests made to the Bankruptcy Court throughout
the course of the Chapter 11 Cases, including with respect to any
final orders relating to the DIP Credit Agreement; the Company’s
ability to access the full amount available under the DIP Credit
Agreement which requires the satisfaction of certain conditions
that may not be satisfied for various reasons, including for
reasons outside of the Company’s control; the ability of the
Company to negotiate, develop, confirm and consummate a sale of all
or substantially all of the Company Parties’ assets; the effects of
the Chapter 11 Cases, including increased legal and other
professional costs necessary to execute the sale of all or
substantially all of the Company Parties’ assets, on the Company’s
liquidity (including the availability of operating capital during
the pendency of the Chapter 11 Cases), results of operations or
business prospects; the effects of the Chapter 11 Cases on the
interests of various constituents; the length of time that the
Company will operate under Chapter 11 protection; risks associated
with third-party motions in the Chapter 11 Cases; Bankruptcy Court
rulings in the Chapter 11 Cases and the outcome of the Chapter 11
Cases in general; the Company’s ability to maintain listing of its
common stock on the Nasdaq Stock Market, LLC; general economic
conditions, including inflation, recession, unemployment levels,
consumer confidence and spending patterns, credit availability and
debt levels; the Company’s ability to attract, motivate and retain
key executives and other associates; the impact of cost reduction
initiatives; the Company’s ability to generate or maintain
liquidity and legal and regulatory proceedings. Forward-looking
statements are also subject to the risk factors and cautionary
language described from time to time in the reports the Company
files with the SEC, including those in the Company’s most recent
Annual Report on Form 10-K for the year ended December 31, 2022 and
any updates thereto in the Company’s Quarterly Reports on Form 10-Q
and Current Reports on Form 8-K. These risks and uncertainties may
cause actual future results to be materially different than those
expressed in such forward-looking statements. Sientra has no
obligation to update or revise these forward-looking statements and
does not undertake to do so.
Sientra Media ContactRachel Newman
rnewman@realchemistry.com
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