Allurion to commence trading on August 2, 2023
on the New York Stock Exchange under ticker symbol “ALUR”
Business combination with Compute Health
Acquisition Corp. completed on August 1, 2023
Net proceeds from transaction total
approximately $100 million, significantly higher than the $70
million minimum closing condition
Allurion Technologies, Inc. (“Allurion”), a company dedicated to
ending obesity, today announced the completion of its previously
announced business combination (the “Business Combination”) with
Compute Health Acquisition Corp. (“Compute Health”) (NYSE: CPUH), a
publicly traded special purpose acquisition company. Allurion is
expected to commence trading of its common stock and public
warrants on the New York Stock Exchange under the new ticker
symbols “ALUR” and “ALUR WS,” respectively, on August 2, 2023. The
Business Combination, which was approved by Compute Health’s
stockholders on July 28, 2023, provides access to capital that will
be used to drive Allurion’s growth initiatives.
Net proceeds from the transaction total approximately $100
million, significantly higher than the Business Combination’s $70
million minimum cash closing condition, and include a private
investment in public equity (“PIPE”) led by RTW Investments, equity
investments from Medtronic and Former Medtronic CEO and Chairman
Omar Ishrak, a non-dilutive, synthetic royalty financing from
certain entities that have engaged RTW Investments as investment
manager, and a senior secured term loan from an affiliate of
Fortress Investment Group. The transaction is further supported by
Allurion’s $100 million equity facility with Chardan Capital
Markets, to be used at Allurion’s discretion.
“Since day one at Allurion, we have been dedicated to ending
obesity through our full-stack weight loss platform consisting of
our revolutionary balloon, artificial intelligence platform, and
behavior change program,” said Shantanu Gaur, Co-Founder and Chief
Executive Officer of Allurion. “Weight management and artificial
intelligence are two themes that will shape the next several
decades of healthcare, and Allurion is doing pioneering work in
both. The world-class syndicate of investors and partners that have
backed this transaction puts us in an excellent position to fulfill
our mission of ending obesity.”
Allurion will continue to be led by Shantanu Gaur, Allurion’s
Co-Founder and CEO, after the Business Combination. Allurion’s
expanded Board of Directors will be co-chaired by longtime Allurion
investor Krishna Gupta of REMUS Capital and former Medtronic
Chairman and CEO Omar Ishrak, and will also include Michael Davin,
former Cynosure Chairman and CEO, Nick Lewin, Chairman of
Establishment Labs (NASDAQ: ESTA), and Doug Hudson, founding CEO of
SmileDirectClub. Bob Langer, MIT Institute Professor and Co-Founder
of Moderna, is the Chair of the Scientific Advisory Board.
Advisors
Jefferies LLC (“Jefferies”) acted as exclusive financial advisor
and exclusive capital markets advisor to Allurion and Goodwin
Procter LLP acted as legal advisor to Allurion. Kirkland &
Ellis LLP acted as legal advisor to Jefferies. Credit Suisse
Securities (USA) LLC (“Credit Suisse”) acted as exclusive financial
advisor, exclusive capital markets advisor and exclusive placement
agent to Compute Health and Skadden, Arps, Slate, Meagher &
Flom LLP acted as legal advisor to Compute Health. Davis Polk &
Wardwell LLP acted as legal advisor to Credit Suisse.
About Allurion
Allurion is dedicated to ending obesity. The Allurion Program is
a weight loss platform that combines the Allurion Gastric Balloon,
the world’s first and only swallowable, procedure-less gastric
balloon for weight loss, the Allurion Virtual Care Suite including
the Allurion Mobile App for consumers, Allurion Insights for health
care providers featuring the Iris AI Platform, and the Allurion
Connected Scale and Health Tracker devices. The Allurion Virtual
Care Suite is also available to providers separately from the
Allurion Program to help customize, monitor and manage weight loss
therapy for patients regardless of their treatment plan: gastric
balloon, surgical, medical or nutritional.
For more information about Allurion and the Allurion Virtual
Care Suite, please visit www.allurion.com. Allurion is a trademark
of Allurion Technologies, Inc. in the United States and countries
around the world.
About Compute Health
Compute Health, a special purpose acquisition company, was
formed for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses. Compute
Health was led by the management team of Omar Ishrak, Jean Nehmé
and Joshua Fink. Gwendolyn Watanabe, who served as one of Compute
Health’s independent directors, and has been active in the life
sciences sector for more than 29 years, also played a pivotal role
in the Business Combination. Compute Health’s strategy focused on
healthcare businesses that are already leveraging or have the
potential to leverage computational power, with an emphasis on
companies in the medical device space, including imaging and
robotics. In connection with the Business Combination, Compute
Health was merged into Allurion.
For more information about Compute Health please visit
www.compute-health.com.
Forward-looking Statements
This press release contains certain “forward-looking statements”
within the meaning of the federal U.S. securities laws with respect
to Allurion and the Business Combination among them, the benefits
of the Business Combination, the amount of cash the Business
Combination will provide Allurion, the services and markets of
Allurion, the expectations regarding future growth, results of
operations, performance, future capital and other expenditures,
competitive advantages, business prospects and opportunities,
future plans and intentions, results, level of activities,
performance, goals or achievements or other future events. These
forward-looking statements generally are identified by words such
as “anticipate,” “believe,” “expect,” “may,” “could,” “will,”
“potential,” “intend,” “estimate,” “should,” “plan,” “predict,” or
the negative or other variations of such statements. They reflect
the current beliefs and assumptions of Allurion’s management and
are based on the information currently available to Allurion’s
management. Forward-looking statements are predictions, projections
and other statements about future events that are based on current
expectations and assumptions and, as a result, are subject to risks
and uncertainties. Many factors could cause actual results or
developments to differ materially from those expressed or implied
by such forward-looking statements, including but not limited to:
(i) Allurion’s ability to acquire sufficient sources of funding if
and when needed; (ii) the effect of the announcement of the
Business Combination on Allurion’s business relationships,
operating results and business generally; (iii) risks that the
Business Combination disrupts Allurion’s current plans and
operations; (iv) Allurion’s ability to implement business plans,
forecasts and other expectations after the completion of the
Business Combination, and identify and realize additional
opportunities; (v) significant risks, assumptions, estimates and
uncertainties related to the projected financial information with
respect to Allurion; (vi) the outcome of any legal proceedings that
may be instituted against Allurion, following the announcement of
the business combination agreement or the Business Combination;
(vii) Allurion’s ability to commercialize current and future
products and services and create sufficient demand among health
care providers and patients; (viii) Allurion’s ability to
successfully complete current and future preclinical studies and
clinical trials of the Allurion Balloon and any other future
product candidates; (ix) Allurion’s ability to obtain market
acceptance of the Allurion Balloon as safe and effective; (x)
Allurion’s ability to cost-effectively sell existing and future
products through existing distribution arrangements with
distributors and/or successfully adopt a direct sales force as part
of a hybrid sales model that includes both distributors and a
direct sales effort; (xi) Allurion’s ability to obtain regulatory
approval or clearance in the U.S. and certain non-U.S.
jurisdictions for current and future products and maintain
previously obtained approvals and/or clearances in those
jurisdictions where Allurion’s products and services are currently
offered; (xii) Allurion’s ability to accurately forecast customer
demand and manufacture sufficient quantities of product that
patients and health care providers request; (xiii) Allurion’s
ability to successfully compete in the highly competitive and
rapidly changing regulated industries in which Allurion operates,
and effectively address changes in such industries, including
changes in competitors’ products and services and changes in the
laws and regulations that affect Allurion; (xiv) Allurion’s ability
to successfully manage future growth and any future international
expansion of Allurion’s business and navigate the risks associated
with doing business internationally; (xv) Allurion’s ability to
obtain and maintain intellectual property protection for its
products and technologies and acquire or license intellectual
property from third parties; (xvi) Allurion’s ability to retain key
executives; (xvii) the ability to obtain and maintain the listing
of Allurion’s securities on a national securities exchange; (xviii)
Allurion’s ability to properly train physicians in the use of the
Allurion Gastric Balloon and other services it offers in its
practices; (xix) the risk of downturns in the market and Allurion’s
industry including, but not limited to, as a result of the COVID-19
pandemic; (xx) fees, costs and expenses related to the Business
Combination; (xxi) the risk that the parties to the Medtronic
collaboration agreement will not achieve the expected benefits,
incremental revenue or opportunities from such arrangement; and
(xxii) sanctions against Russia, reductions in consumer confidence,
heightened inflation, production disruptions in Europe, cyber
disruptions or attacks, higher natural gas costs, higher
manufacturing costs and higher supply chain costs. The foregoing
list of factors is not exclusive. You should carefully consider the
foregoing factors and the other risks and uncertainties described
in the “Risk Factors” section of Compute Health’s Annual Report on
Form 10-K for the year ended December 31, 2022 and the proxy
statement/prospectus contained in Allurion’s Registration Statement
on Form S-4 (333-271862), and other documents filed by Allurion
from time to time with the U.S. Securities and Exchange Commission.
These filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
Forward-looking statements speak only as of the date on which they
are made, and Allurion does not assume any obligation to update or
revise any forward-looking statements or other information
contained herein, whether as a result of new information, future
events or otherwise. You are cautioned not to put undue reliance on
these forward-looking statements. Allurion does not give any
assurance that it will achieve its expectations.
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version on businesswire.com: https://www.businesswire.com/news/home/20230801345296/en/
Global Media Contact Cedric Damour PR Manager +33 7 84 21
02 20 cdamour@allurion.com US Media Contact Erik Milster
SeriesM PR 508.740.6125 emilster@seriesmpr.com Investor
Contact Mike Cavanaugh, Investor Relations ICR Westwicke (617)
877-9641 mike.cavanaugh@westwicke.com
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