Fenwick & West represented Solta Medical, Inc. (NASDAQ: SLTM), a global leader in the medical aesthetics market, in its pending acquisition of privately-held Sound Surgical Technologies LLC. Under the terms of the agreement, Solta will acquire Louisville, Colorado-based Sound Surgical for $25.5 million in Solta common stock and $5 million in cash. In addition, Solta has agreed to issue additional shares of its common stock to unit holders of Sound Surgical upon the achievement of certain revenue milestones in 2013 from the sale of Sound Surgical products. The maximum number of earn-out shares issuable under the agreement is 3.63 million shares, with an aggregate value of $9.5 million in total. Solta Medical expects to close the transaction during the first quarter of 2013.
The Fenwick transaction team included corporate attorneys Dan Winnike, Kris Withrow, Chris McDermott and Patrick Grilli, technology transaction attorneys Claire O’Callaghan and Ranjit Narayanan, patent attorney Greg Hopewell, executive compensation and employee benefits attorneys Blake Martell and Marshall Mort, tax attorneys Ron Schrotenboer and Jay Cosel and visiting foreign attorney Spencer Collins.