SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
June 18, 2020
Date of Report (date of earliest event reported)
Establishment Labs Holdings Inc.
(Exact name of registrant as specified in its charter)
British Virgin Islands
(State or other jurisdiction of
incorporation or organization)
(Commission File No.)
Building B15 and 25
Coyol Free Zone
(Address of principal executive offices) (Zip Code)
+506 2434 2400
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8‑K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of each exchange on which registered
Common Shares, No Par Value
The NASDAQ Capital Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2) of this chapter.
Emerging growth company x
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 1.02 - Termination of a Material Definitive Agreement.
On June 18, 2020, Establishment Labs Holdings Inc. (the "Company") and Puregraft LLC relationship terminated under the Exclusive Distribution Agreement by and between the Company, Puregraft LLC and its parent Bimini Technologies, LLC dated September 7, 2016 (as amended, the "Distribution Agreement"). Pursuant to the Distribution Agreement, the Company was the exclusive distributor, outside the United States and Canada, of the Puregraft line of products for autologous adipose tissue harvesting and redistribution. The Company and Puregraft remain in discussions regarding the terms of the termination of the Distribution Agreement.
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.
ESTABLISHMENT LABS HOLDINGS INC.
June 23, 2020
/s/ Renee M. Gaeta
Renee M. Gaeta
Chief Financial Officer