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Regenerative Aesthetics Specialist Suneva Medical to Merge with SPAC
Friday 14 January 2022

US-based medical technology company Suneva Medical, Inc and US-based special purpose acquisition company Viveon Health acquisition Corp. (NYSE American: VHAQ) have entered into a definitive merger agreement, the companies said.

Upon completion of the transaction, the combined company's securities are expected to be traded on the NYSE under the symbol "RNEW."

Suneva is a leading pure-play regenerative aesthetics company dedicated to developing, manufacturing and commercializing novel products for the medical aesthetics market to meet the high demand from both physicians and patients.

Suneva's portfolio includes minimally invasive solutions, including those that utilize the body's restorative capacity in non-surgical outpatient treatment settings to deliver immediate aesthetic results.

Suneva's portfolio is intentionally built and patented with numerous "only" and "first to market" products commercialized by an experienced management team with a proven track record in delivering growth and value to stakeholders.

The regenerative aesthetics market is expected to reach USD 11bn by 20251, one of the fastest growing sectors of the aesthetics market that addresses the increasing patient demand for minimally invasive treatments delivering effective and natural looking results.

Suneva has purposefully expanded the company's product portfolio during the last 18 months to yield a greater than 40% year-on-year revenue growth with an anticipated revenue CAGR of approximately 50% between 2020-2024.

Suneva's portfolio offers providers innovative technologies backed by science to address key patient needs.

This portfolio is comprised of multiple products including Bellafill, the only FDA approved filler for correction of nasolabial folds and moderate to severe, atrophic, distensible facial acne scars on the cheeks; Silhouette Instalift, the first resorbable suture FDA-cleared for cosmetic facial procedures; PlasmaIQ, the first hand-held FDA-cleared plasma energy device for skin rejuvenation; Puregraft, a unique fat grafting system; Dermapose, an all-in-one system to harvest, wash and inject sized fat and Amplifine, an innovative high-density platelet rich plasma gel tube and syringe technology.

1Medical Insight Inc., Sep 2020, The Global Aesthetic Market Study: XVIII

The pro forma equity valuation (assuming no share redemptions) of the combined company is expected to be approximately USD 511m.

VHAQ raised approximately USD 201m in connection with its IPO, which is now held in a trust account at Morgan Stanley with Continental Stock Transfer and Trust Company acting as trustee.

Under the terms of the proposed transaction announced TODAY, VHAQ will issue 25m shares to current security holders of Suneva. Current Suneva security holders may also receive up to 12m earn out shares 4m shares if the volume weighted average share price over any twenty trading days during a thirty day period exceeds USD 12.50 before the second year anniversary of the closing; 4m shares if the volume weighted average share price over any twenty trading days during a thirty day period exceeds USD 15.00 before the third year anniversary of the closing; and 4m shares if the volume weighted average share price over any twenty trading days during a thirty day period exceeds USD 17.50 before the five year anniversary of the closing.

Furthermore, VHAQ's sponsor agreed to shift approximately 1.4 m of its currently held sponsor shares to earn out shares and approximately 5.1 m of its currently held sponsor warrants to earn out warrants, subject to same terms as company Earn Out Shares.

The transaction, which has been approved by the boards of directors of Suneva and Viveon Health, is subject to approval by Suneva's stockholders, Viveon Health's stockholders and other customary closing conditions. The proposed business combination is expected to be completed in the first half of 2022.

Cooley LLP is acting as legal counsel to Suneva. Loeb and Loeb LLP is acting as legal counsel to Viveon Health.

Chardan and Truist Securities and are acting as financial advisors to Viveon Health.
Ladenburg Thalmann is acting as capital market advisor in connection with the transaction.
Management Presentation

Suneva Medical, Inc., headquartered in San Diego, CA, is in regenerative aesthetics. It is focused on developing, manufacturing and commercializing branded products for providers and their patients.

Suneva Medical offers a portfolio of products to address the impact of the aging process to deliver solutions that leverage the body's own restorative capacity. The product portfolio is composed of several "only" and "first to market" solutions with both FDA PMA approval and 510(k) clearance.
Details
Date Published: 14/01/2022

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