Sientra : Bankruptcy Form 8 K

Item 1.03 Bankruptcy or Receivership.

As previously disclosed, on February 12, 2024, Project Sage Oldco, Inc. (formerly known as Sientra, Inc). ("Project Sage") and certain of its direct and indirect subsidiaries (together with Project Sage, the "Company") filed voluntary petitions to commence proceedings under chapter 11 of title 11 of the United States Code (the "Chapter 11 Cases") in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). The Chapter 11 Cases are being jointly administered under the caption In re Project Sage M Holdings Oldco, Inc. et al., Case No. 24-10245.

On March 28, 2024, the Company entered into an Asset Purchase Agreement (the "Nuance APA") with Nuance Intermediary, LLC ("Nuance"). Pursuant to the Nuance APA, Nuance acquired the assets related to the Company's Biocorneum products business. Additionally, on April 4, 2024, the Company entered into an Asset Purchase Agreement (the "Tiger APA") with Tiger Aesthetics Medical, LLC ("Tiger"). Pursuant to the Tiger APA, Tiger acquired substantially all of the Company's assets, exclusive of the Biocorneum products business.

On June 18, 2024, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the Second Amended Combined Disclosure Statement and Joint Plan of Project Sage Oldco, Inc. and its Affiliated Debtors (the "Amended Combined Plan and Disclosure Statement"). Capitalized terms used but not specifically defined herein have the meanings specified to such terms in the Amended Combined Plan and Disclosure Statement. A copy of the Amended Combined Plan and Disclosure Statement and the Confirmation Order are attached hereto as Exhibit 2.1 and 2.2, respectively, and are incorporated herein by reference into this Item 1.03, and all filings related to the Chapter 11 Cases are available electronically at https://dm.epiq11.com/case/sientra/info. Summary of Confirmed Amended Combined Plan and Disclosure Statement

The Amended Combined Plan and Disclosure Statement authorized, among other things, the Company to wind down the Company entities following consummation of the Sale Transactions. The Amended Combined Plan and Disclosure Statement also reflects the Committee Settlement, which, among other things, reserves $525,000 for the General Unsecured Claims Cash Pool for distribution to Holders of Allowed General Unsecured Claims.

The foregoing is a summary of the material terms of the Amended Combined Plan and Disclosure Statement as approved and confirmed by the Bankruptcy Court. This summary highlights only certain substantive provisions of the Amended Combined Plan and Disclosure Statement and is not intended to be a complete description of the Plan. This summary is qualified in its entirety by reference to the full text of the Amended Combined Plan and Disclosure Statement and Confirmation Order.

Certain Information Regarding Assets and Liabilities of the Debtors

In the Company's most recent monthly operating report filed with the Bankruptcy Court on June 6, 2024 (the "Monthly Operating Report"), the Company reported aggregated total assets of approximately $81.5 million and total liabilities of approximately $123.7 million for the reporting period ended April 30, 2024. This financial information has not been audited or reviewed by the Company's independent registered public accounting firm and may be subject to future reconciliation or adjustments. This information should not be viewed as indicative of future results.

Cautionary Note to Holders of the Company's Common Stock

As a result of the Amened Combined Plan and Disclosure Statement going effective, all of the Company's equity interests, consisting of outstanding shares of common stock, were cancelled, released, extinguished, and discharged and will be of no further force or effect as of the Effective Date without consideration and have no value.

No shares of the Company's common stock will be reserved for future issuance in respect of claims and interests filed and allowed under the Amended Combined Plan and Disclosure Statement or pursuant to the exercise of any rights, options, or other obligations of the Company to issue its common stock.