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.
