NEW
YORK, Oct. 13, 2023 /PRNewswire/ -- L
Catterton and Thorne HealthTech, Inc. ("Thorne") (NASDAQ: THRN)
today announced that the tender offer to purchase all of the issued
and outstanding shares of Thorne's common stock ("Shares") for
$10.20 per Share, net to the seller
in cash, without interest and less any required withholding taxes
(the "Offer"), expired as scheduled at one minute past 11:59 p.m., Eastern Time, on October 12, 2023 and was not extended (such date
and time, the "Expiration Time").
Computershare Trust Company, N.A., the depositary and paying
agent for the Offer, has advised L Catterton that, as of the
Expiration Time, 52,596,517 Shares were validly tendered and not
validly withdrawn in the Offer, representing 97.3% of the issued
and outstanding Shares as of the Expiration Time. Accordingly, all
conditions to the Offer have been satisfied. L Catterton and
its affiliate, Healthspan Merger Sub, Inc. ("Purchaser"), will
promptly accept for payment, and will promptly pay for, all Shares
validly tendered and not validly withdrawn in the Offer.
The parties expect to consummate the acquisition on October 16, 2023, in accordance with, and subject
to the terms of, the definitive agreement for the proposed
acquisition.
Advisors
BofA Securities served as financial advisor and Kirkland &
Ellis LLP served as legal advisor to L Catterton. CG Sawaya
Partners (operating under Canaccord Genuity) served as exclusive
financial advisor and Wilson Sonsini
Goodrich & Rosati served as legal advisor to Thorne and
Thorne's Special Committee of the Board of Directors.
About L Catterton
L Catterton is a market-leading consumer-focused
investment firm, managing approximately $34
billion of equity capital and three multi-product platforms:
private equity, credit, and real estate. Leveraging deep category
insight, operational excellence, and a broad network of strategic
relationships, L Catterton's team of more than 200
investment and operating professionals across 17 offices partners
with management teams to drive differentiated value creation across
its portfolio. Founded in 1989, the firm has made over 250
investments in some of the world's most iconic consumer brands. For
more information about L Catterton, please visit
www.lcatterton.com.
About Thorne HealthTech, Inc.
Thorne is a leader in developing innovative solutions for
delivering personalized approaches to health and wellness. As a
science-driven wellness company that empowers individuals with the
support, education, and solutions they need to achieve healthy
aging – living healthier longer – Thorne utilizes testing and data
to create improved product efficacy and to deliver personalized
solutions to consumers, health professionals, and corporations.
Predicated on the power of the individual, Thorne leverages
artificial intelligence models to provide insights and personalized
data, products, and services that help individuals take a proactive
and actionable approach to improve and maintain their health over a
lifetime. Thorne is the only supplement manufacturer that
collaborates with Mayo Clinic on health and wellness research and
content and is trusted by more than five million customers, 47,000+
health-care professionals, thousands of professional athletes, more
than 100 professional sports teams, and multiple U.S. National
Teams. For more information, visit www.thorne.com.
Additional Information and Where to Find It
This communication is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
any securities, nor is it a substitute for the tender offer
materials that affiliates of L Catterton, including
Purchaser, filed with the U.S. Securities and Exchange Commission
(the "SEC"). The solicitation and offer to buy outstanding Shares
of Thorne was only made pursuant to the tender offer materials that
affiliates of L Catterton, including Purchaser, filed with
the SEC. The tender offer materials are available for free on the
SEC's website at www.sec.gov.
Forward-Looking Statements
This communication contains forward-looking statements. All
statements other than statements of historical facts contained in
this communication are forward-looking statements. In some cases,
you can identify forward-looking statements by terms such as "may,"
"will," "should," "would," "expect," "plan," "anticipate," "could,"
"intend," "target," "project," "contemplate," "believe,"
"estimate," "predict," "potential" or "continue" or the negative of
these terms or other similar expressions. Forward-looking
statements contained in this communication include, but are not
limited to, statements regarding Thorne's pending acquisition by
affiliates of L Catterton (the "Transaction"), including the
expected timing of the closing of the Transaction. These
forward-looking statements involve risks and uncertainties. If any
of these risks or uncertainties materialize, or if any assumptions
prove incorrect, actual results could differ materially from the
results expressed or implied by these forward-looking statements.
These risks and uncertainties include risks associated with
potential litigation relating to the Transaction; uncertainties as
to the timing of the consummation of the Transaction and the
ability of each party to consummate the Transaction; and the risks
and uncertainties described in the section titled "Risk Factors"
and elsewhere in Thorne's filings made with the SEC, including its
Annual Report on Form 10-K filed on March
31, 2023, and its subsequent Quarterly Reports on Form 10-Q
and other SEC filings, copies of which are available free of charge
on the SEC's website at www.sec.gov. Because forward-looking
statements are inherently subject to risks and uncertainties, some
of which cannot be predicted or quantified, you should not rely on
these forward-looking statements as predictions of future events.
All forward-looking statements in this communication are based on
information available as of the date of this communication, and
neither L Catterton nor Thorne assumes any obligation to
update the forward-looking statements provided to reflect events
that occur or circumstances that exist after the date of this
communication, except as required by law.
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SOURCE Thorne HealthTech, Inc.