ELUTIA INC. (ELUT): M&A transaction — Elutia closes Orthobiologics sale to Berkeley Biologics for ~$14.6M cash plus up to $20M earn-out

ELUTIA INC.

Sale completed Nov 8, 2023; initial cash payment of ~$14.6M after customary adjustments.
Eligible for earn-out payments of 10% of annual revenue (capped at $20M) over 5 years.
Repaid $2.0M of SWK credit facility at closing; additional $2.0M due by Feb 15, 2024.
Entered 2-year manufacturing agreement with Berkeley for SimpliDerm product.
Pro forma continuing ops: net loss $26.0M for 9mo 2023 (discontinued ops removed).

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

ELUTIA INC. completed a disposition involving Berkeley Biologics, LLC for initial cash payment of approximately $14.6 million, after customary adjustments (closed 2023-11-08).

Action: disposition
Counterparty: Berkeley Biologics, LLC
Consideration: initial cash payment of approximately $14.6 million, after customary adjustments
Closing: 2023-11-08

Exact text from the filing

dermis products for use in the field of breast reconstruction) (the “Closing”). Shortly after the Closing Date, Elutia received an initial cash payment of approximately $14.6 million, after customary adjustments. In addition, for each of the five years following the Closing, the Company is eligible under the Purchase Agreement to receive an earn-out payment

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.4

ELUTIA INC. entered into Manufacturing Agreement.

Action: entry
Agreement: supply

Exact text from the filing

information required by this Item 1.01 with respect to the Amendment Letter and the Manufacturing Agreement (each as defined below) is set forth in

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.4

ELUTIA INC. entered into Amendment Letter.

Action: entry
Agreement: supply

Exact text from the filing

information required by this Item 1.01 with respect to the Amendment Letter and the Manufacturing Agreement (each as defined below) is set forth in

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Source: SEC EDGAR

accession 0001104659-23-118801

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