Establishment Labs Announces $50 Million Private Placement and Preliminary Unaudited Financial Results for the Fourth Quarter and Fiscal Year 2023
09 Gennaio 2024 - 2:06PM
Business Wire
Establishment Labs Holdings Inc. (NASDAQ: ESTA) (“Establishment
Labs” or the “Company”), a global medical technology company
dedicated to improving women’s health and wellness, principally in
breast aesthetics and reconstruction, today announced it has
entered into a securities purchase agreement with select
institutional accredited investors to purchase common shares of the
Company, or pre-funded warrants in lieu thereof. The Company also
announced preliminary unaudited financial results for the fourth
quarter and fiscal year 2023.
Preliminary unaudited revenue for the fourth quarter of 2023 is
expected to be in the range of $31.4 million to $31.8 million, in
line with the guidance provided on November 7 in the third quarter
earnings release. Based on the expected range for fourth quarter
preliminary unaudited revenue, Establishment Labs expects full-year
2023 revenue of $165.0 million to $165.4 million. The Company’s
year-end 2023 cash position is expected to be approximately $39.1
million, a decrease of $12.9 million from the end of the third
quarter of 2023.
Pursuant to the securities purchase agreement, Establishment
Labs has agreed to sell two million common shares or, in lieu of
common shares, pre-funded warrants at a price of $25.00 per share.
The aggregate gross proceeds from the offering, before deducting
offering expenses, are expected to be approximately $50 million.
The private placement is expected to close on or about January 12,
2024, subject to the satisfaction of customary closing conditions.
Establishment Labs expects to use net proceeds from the private
placement for working capital and other general corporate
purposes.
Juan José Chacón-Quirós, Founder and Chief Executive Officer of
Establishment Labs, commented, “While the second half of our year
was challenging, demand has stabilized and we are starting to see a
recovery in aesthetics and in our business specifically. We expect
to see a resumption of growth in our current markets this year as
well as the early results of our entry into the United States and
China. The significant reduction in cash use in the fourth quarter
highlights our ability to drive Establishment Labs towards positive
cash flow, and we expect to see continued improvement throughout
2024. We are focused on becoming EBITDA positive in 2024 and cash
flow positive in 2025 — and this private placement provides us the
capital to do so. Led by Nantahala Capital and RTW, and with strong
participation from our other current shareholders, our investors
have demonstrated their continued confidence in the future of our
company.”
The securities sold in the private placement are being made in a
transaction not involving a public offering and have not been
registered under the Securities Act of 1933, as amended (the
“Securities Act”), or any state or other applicable jurisdiction’s
securities laws, and may not be offered or sold in the United
States absent registration or an applicable exemption from the
registration requirements of the Securities Act and applicable
state or other jurisdictions’ securities laws. Establishment Labs
and the investors in the private placement have entered into a
registration rights agreement pursuant to which Establishment Labs
has agreed to register with the U.S. Securities and Exchange
Commission (the “SEC”) the resale of the common shares issued in
the private placement and the common shares issuable upon the
exercise of the pre-funded warrants issued in the private
placement.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any offer, solicitation or sale of these securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful.
About Establishment Labs
Establishment Labs Holdings Inc. is a global medical technology
company dedicated to improving women’s health and wellness through
the power of science, engineering, and technology. The Company
offers a portfolio of Femtech solutions for breast health, breast
aesthetics and breast reconstruction. The over three million
Motiva® devices Establishment Labs has delivered to plastic and
reconstructive surgeons since 2010 have created a new standard for
safety and patient satisfaction in the over 85 countries in which
they are available. The Motiva Flora® tissue expander is used to
improve outcomes in breast reconstruction following breast cancer
and it is the only regulatory-approved expander in the world with
an integrated port using radio-frequency technology that is MR
conditional. Mia Femtech™, Establishment Lab’s unique minimally
invasive experience for breast harmony, is the Company’s most
recent breakthrough innovation. These solutions are supported by
over 200 patent applications in 25 separate patent families
worldwide and over 50 scientific studies and publications in peer
reviewed journals. Establishment Labs manufactures at two
facilities in Costa Rica compliant with all applicable regulatory
standards under ISO13485:2016 and FDA 21 CFR 820 under the MDSAP
program. In 2018, the Company received an investigational device
exemption (IDE) from the FDA for Motiva Implants® and began a
clinical trial to support regulatory approval in the United States.
Please visit our website for additional information at
www.establishmentlabs.com.
Establishment Labs’ Motiva silicone gel-filled implants are
currently not approved for commercial distribution in the United
States. The Company’s implants are undergoing PMA clinical
investigation pursuant to U.S. FDA regulations for investigational
medical devices.
Forward-Looking
Statements
This 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 (the “Exchange Act”). You can find many (but not all) of
these statements by looking for words such as “approximates,”
“believes,” “expects,” “anticipates,” “estimates,” “intends,”
“plans,” “intends to,” “would,” “will,” “may” or other similar
expressions in this press release. Any statements that refer to
expectations regarding the private placement, such as its closing
date and use of proceeds, as well as the Company’s projections of
our future financial or operating performance are forward-looking
statements. We claim the protection of the safe harbor contained in
the Private Securities Litigation Reform Act of 1995. We caution
investors that any forward-looking statements presented in this
report, or that we may make orally or in writing from time to time,
are expressions of our beliefs and expectations based on currently
available information at the time such statements are made. Such
statements are based on assumptions, and the actual outcome will be
affected by known and unknown risks, trends, uncertainties, and
factors that are beyond our control. Although we believe that our
assumptions are reasonable, we cannot guarantee future performance,
and some will inevitably prove to be incorrect. As a result, our
actual future results and the timing of events may differ from our
expectations, and those differences may be material. Factors, among
others, that could cause actual results and events to differ
materially from those described in any forward-looking statements
include risks and uncertainties relating to: our ability to
successfully, timely and cost-effectively develop, seek and obtain
regulatory clearance for and commercialize our product offerings;
the rate of adoption of our products by healthcare providers or
other customers; the success of our marketing initiatives; the safe
and effective use of our products; our ability to protect our
intellectual property; our future expansion plans and capital
allocation; our ability to expand upon and/or secure sources of
credit or capital; our ability to develop and maintain
relationships with qualified suppliers to avoid a significant
interruption in our supply chains; our ability to attract and
retain key personnel; our ability to scale our operations to meet
market demands; the effect on our business of existing and new
regulatory requirements; and other economic and competitive
factors. These and other factors that could cause or contribute to
actual results differing materially from our expectations include,
among others, those risks and uncertainties discussed in the
company’s annual report on Form 10-K filed on March 1, 2023 and
discussed in the Company's quarterly report on Form 10-Q filed on
November 8, 2023, which risks and uncertainties may be updated in
the future in other filings made by the company with the SEC. The
risks included in those documents are not exhaustive, and
additional factors could adversely affect our business and
financial performance. We operate in a very competitive and rapidly
changing environment. New risk factors emerge from time to time,
and it is not possible for us to predict all such risk factors, nor
can we assess the impact of all such risk factors on our business
or the extent to which any factor, or combination of factors, may
cause actual results to differ materially from those contained in
any forward-looking statements. We are not undertaking any
obligation to update any forward-looking statements. Accordingly,
investors should use caution in relying on past forward-looking
statements, which are based on known results and trends at the time
they are made, to anticipate future results or trends.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240109462837/en/
Investor/Media Contact: Raj Denhoy 415-828-1044
rdenhoy@establishmentlabs.com
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