UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 18, 2018
SIENTRA, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-36709 | | 20-5551000 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
420 South Fairview Avenue, Suite 200
Santa Barbara, CA 93117
(Address of principal executive offices, with zip code)
(805)562-3500
(Registrant’s telephone number, including area code)
Check the appropriate box below if theForm 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant toRule 14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant toRule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant toRule 13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule12b-2 of the Securities Exchange Act of 1934 (17 CFR§240.12b-2).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
| Item 1.01 | Results of Operations and Financial Condition. |
On April 18, 2018, Sientra, Inc. (the “Company”) entered into a first amendment (the “Amendment”) to its Credit and Security Agreement (Term Loan) (the “Agreement”) with MidCap Financial Trust and the financial institutions that are or become parties to the Agreement as lenders. Pursuant to the Amendment, the parties agreed to adjust the date by which the Company must obtain FDA approval of its PMA supplement in order to access the $10.0 million second tranche loan until April 30, 2018. The foregoing description of the terms of the Amendment is qualified in its entirety by reference to the text of such document, a copy of which is filed as Exhibit 10.1 to this Current Report on Form8-K.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under anOff-Balance Sheet Arrangement of a Registrant. |
The information included in Item 1.01 of this Current Report on Form8-K is incorporated by reference into this Item 2.03.
On April 18, 2018, the Company announced U.S. Food and Drug Administration (“FDA”), approval of the Company’s third and final FDA submission for enhanced manufacturing processes at its U.S. manufacturing facility, authorizing the sale of Sientra OPUS™ branded breast implants manufactured by Vesta. The text of the press release announcing the FDA approval is attached hereto as Exhibit 99.1 to this Current Report on Form8-K.
| Item 9.01. | Financial Statements and Exhibits. |
| | |
Exhibit
No. | | Description |
| |
| 10.1 | | Amendment No. 1 to Credit and Security Agreement (Term Loan), dated April 18, 2018, by and among Sientra, Inc., miraDry Holdings, Inc., miraDry, Inc., MidCap Financial Trust and certain other financial institutions as lenders. |
| |
| 99.1 | | Press release dated April 18, 2018 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | | SIENTRA, INC. |
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| Date: April 19, 2018 | | | | By: | | /s/Jeffrey M. Nugent |
| | | | | | Jeffrey M. Nugent |
| | | | | | Chairman of the Board of Directors and Chief Executive Officer |
