IRVINE, Calif. and HOUSTON, May 10,
2021 /PRNewswire/ -- Allergan Aesthetics, an AbbVie
company (NYSE: ABBV) and Soliton (NASDAQ: SOLY) today announced a
definitive agreement under which Allergan Aesthetics will acquire
Soliton and RESONICTM, its Rapid Acoustic Pulse device
which recently received U.S. Food and Drug Administration (FDA)
510(k) clearance and is a non-invasive treatment for the short-term
improvement in the appearance of cellulite. The acquisition of
Soliton expands and complements Allergan Aesthetics' Body
Contouring treatment portfolio which includes
CoolSculpting® Elite.
The novel platform technology uses non-invasive rapid,
high-frequency sound waves to disrupt targeted cellular structures
and connective tissue, physically impacting the fibrous septae
beneath the skin that contribute to the dimpled appearance of
cellulite. In clinical trial data submitted to the FDA, after a
single treatment session RESONICTM demonstrated
significant improvement and strong patient satisfaction with 92.9
percent of subjects agreeing or strongly agreeing their cellulite
appeared improved.
"There is a huge unmet need to address cellulite and effective
treatments have been elusive and frustrating for consumers," said
Carrie Strom, President, Global
Allergan Aesthetics and Senior Vice President, AbbVie. "Soliton's
technology offers a new, completely non-invasive approach with
clinically-proven results to reduce the appearance of cellulite
with no patient downtime. The addition of this technology
complements Allergan Aesthetics' portfolio of body contouring
treatments. Health care providers will now have another option to
address consumers' aesthetic concerns."
"Allergan Aesthetics' brand recognition, global footprint, track
record and commitment to developing best-in-class aesthetic
treatments makes the Company ideally suited to maximize the
commercial potential of the RESONICTM rapid
acoustic pulse technology," said Walter Klemp, Executive
Chairman, Soliton. "I am proud of the passion and accomplishments
of the Soliton team and thankful for the ongoing support of our
investors which have culminated in this transaction. We look
forward to working with Allergan Aesthetics to ensure a successful
completion of this transaction."
Under the terms of the transaction, Allergan Aesthetics will pay
$22.60 per share in cash for each
outstanding share of Soliton. Soliton's enterprise value for
the transaction is approximately $550
million and was approved by the Boards of Directors of both
companies. The transaction is subject to customary closing
conditions, including clearance by the U.S. antitrust authorities
under the Hart-Scott-Rodino Act and approval of Soliton's
shareholders. Guggenheim Securities served as financial advisor to
Soliton and Hogan Lovells served as legal counsel to Soliton.
RESONICTM has also received FDA 510(k) clearance
for use in conjunction with laser for tattoo removal and has
demonstrated clinical results in fibrotic scars.
About Allergan Aesthetics
At Allergan Aesthetics, an AbbVie company, we develop,
manufacture, and market a portfolio of leading aesthetics brands
and products. Our aesthetics portfolio includes facial injectables,
body contouring, plastics, skin care, and more. Our goal is to
consistently provide our customers with innovation, education,
exceptional service, and a commitment to excellence, all with a
personal touch. For more information,
visit www.AllerganAesthetics.com.
About AbbVie
AbbVie's mission is to discover and deliver innovative medicines
that solve serious health issues today and address the medical
challenges of tomorrow. We strive to have a remarkable impact on
people's lives across several key therapeutic areas: immunology,
oncology, neuroscience, eye care, virology, women's health and
gastroenterology, in addition to products and services across its
Allergan Aesthetics portfolio. For more information about AbbVie,
please visit us at www.abbvie.com.
Follow @abbvie on Twitter, Facebook, Instagram, YouTube and LinkedIn.
About Soliton, Inc.
Soliton, Inc. is a medical device company with a novel and
proprietary platform technology licensed from The University of Texas on behalf of MD Anderson Cancer
Center. Soliton's first FDA cleared commercial product will use
rapid pulses of acoustic shockwaves as an accessory to lasers for
the removal of unwanted tattoos and the treatment of cellulite.
Soliton is based in Houston,
Texas, and is actively engaged in bringing the Rapid
Acoustic Pulse ("RAP") device to the market. The company believes
this "Soliton" method has the potential to lower tattoo removal
costs for patients, while increasing profitability to
practitioners, compared to current laser removal methods. Soliton
is investigating potential additional capabilities of the RAP
technology. The device is currently cleared in the United States only for use in tattoo
removal and cellulite.
For more information about Soliton, please visit:
www.soliton.com.
Forward-Looking Statements
Some statements in this news release are, or may be considered,
forward-looking statements for purposes of the Private Securities
Litigation Reform Act of 1995. The words "believe," "expect,"
"anticipate," "project" and similar expressions, among others,
generally identify forward-looking statements. Each of AbbVie and
Soliton cautions that these forward-looking statements are subject
to risks and uncertainties that may cause actual results to differ
materially from those indicated in the forward-looking statements.
Such risks and uncertainties include, but are not limited to, the
risk that the proposed transaction may not be completed in a timely
manner or at all, which may adversely affect the business and the
price of the common stock of each of AbbVie and Soliton, the
failure to satisfy any of the conditions to the consummation of the
proposed transaction, including the receipt of certain governmental
and regulatory approvals, the occurrence of any event, change or
other circumstance that could give rise to the termination of the
merger agreement, the outcome of any legal proceedings that have
been or may be instituted against AbbVie or Soliton related to the
proposed transaction, the failure to realize the expected benefits
from AbbVie's acquisition of Soliton, the failure to promptly and
effectively integrate Soliton's business, competition from other
products, challenges to intellectual property, difficulties
inherent in the research and development process, the difficulty of
predicting future clinical results based on prior clinical results,
the timing or outcome of FDA approvals or actions, market
acceptance of and continued demand for AbbVie's and Soliton's
products, difficulties or delays in manufacturing, adverse
litigation or government action, changes to laws and regulations
applicable to our industry and the impact of public health
outbreaks, epidemics or pandemics, such as COVID-19. Additional
information about the economic, competitive, governmental,
technological and other factors that may affect AbbVie's and
Soliton's operations is set forth in Item 1A, "Risk Factors," of
their respective Annual Reports on Form 10-K, which have been filed
with the Securities and Exchange Commission, as updated by each
company's subsequent Quarterly Reports on Form 10-Q. Neither AbbVie
nor Soliton undertakes any obligation to release publicly any
revisions to forward-looking statements as a result of subsequent
events or developments, except as required by law.
Additional Information and Where to Find It
In connection with the proposed transaction, Soliton, Inc. will
be filing documents with the SEC, including preliminary and
definitive proxy statements relating to the proposed
transaction. The definitive proxy statement will be mailed to
Soliton stockholders in connection with the proposed
transaction. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND
SECURITY HOLDERS ARE URGED TO READ THE PRELIMINARY AND DEFINITIVE
PROXY STATEMENTS AND ANY OTHER DOCUMENTS TO BE FILED WITH THE SEC
IN CONNECTION WITH THE PROPOSED MERGER OR INCORPORTED BY REFERENCE
IN THE PROXY STATEMENT WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.
Investors and security holders may obtain free copies of these
documents (when they are available) and other related documents
filed with the SEC at the SEC's web site at www.sec.gov, and
on Soliton's website at www.soliton.com and clicking on
the "Investors" link and then clicking on the "SEC Filings" link.
In addition, the proxy statement and other documents may be
obtained free of charge by directing a request to Soliton, Inc.,
Corporate Secretary, 5304 Ashbrook Drive, Houston, Texas 77081, telephone: (844)
705-4866.
Participants in the Solicitation
Soliton and its directors and executive officers may be deemed
participants in the solicitation of proxies from the stockholders
of Soliton in connection with the proposed transaction.
Information regarding Soliton's directors and executive officers
can be found in Soliton's definitive proxy statement filed with the
SEC on March 26, 2021. Additional
information regarding the interests of Soliton's directors and
executive officers in the proposed transaction will be included in
the proxy statement described above. These documents are
available free of charge at the SEC's web site
at www.sec.gov and from Soliton as described above.
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SOURCE Soliton, Inc.