VSPRU = 1C + 1/3W


Prospectus 9/30/20

Warrant - 1 + $11.50 ---$9.20 Pipe protection.----- Call $18 and above $10 by schedule.

IPO Trust $10.00 $460,000,000.  over-allotment was exercised in full 

460mm trust common.

Closed October 2 2020. ----- 24 month drop dead. 

Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC

While we may pursue an acquisition opportunity in any industry or sector, we intend to focus on the pharmaceuticals and healthcare sectors with an emphasis on companies in the medical aesthetics, eye care, longevity and wellness categories. 

Impressive group

In addition to Mr. Saunders and Dr. Narasimhan, our board of directors will include Mr. Michael D. Capellas, Dr. Julius Few and Mr. Barry S. Sternlicht from Starboard.

Our management team is led by Brenton L. Saunders and Manisha Narasimhan, Ph.D. Mr. Saunders and Dr. Narasimhan collectively have over four decades of experience identifying, acquiring, operating and creating stockholder value as the leaders of top pharmaceutical, biotechnology and aesthetics companies. Over the course of their careers, they have developed deep and broad networks of senior-level investment, private equity, venture capital and growth equity professionals, as well as business operators, entrepreneurs, corporate officers, board members, family office principals, investment bankers and institutional investors.

Mr. Saunders, our Chief Executive Officer, President and Chairman of our Board of Directors, has over 25 years of experience in various aspects of healthcare and has been in leadership roles at several prominent global pharmaceutical and healthcare companies. Until May 2020, when it was acquired by AbbVie Inc. (NYSE: ABBV) in a transaction valued at approximately $63 billion, Mr. Saunders served as Chairman, President and Chief Executive Officer of Allergan plc (“Allergan”). His role as President and Chief Executive Officer of Allergan began in July 2014 and his added role of Chairman began in October 2016. Mr. Saunders first role as an executive officer in the pharmaceuticals and healthcare sectors began in 2003, as a member of the executive management team at Schering-Plough Corporation (“Schering-Plough”), where he held several key roles, including President of the company’s Global Consumer Health Care division. While at Schering-Plough, Mr. Saunders led the integrations of the company’s $14 billion acquisition of Organon Biosciences N.V in 2007 as well as the merger between Schering-Plough and Merck & Co., Inc. (NYSE: MRK) in 2009. From March 2010 until August 2013, Mr. Saunders served as Chief Executive Officer of Bausch + Lomb Incorporated (NYSE: BHC), a leading global eye health company, until its acquisition by Valeant Pharmaceuticals, Inc. in 2013. He then became the Chief Executive Officer of Forest Laboratories Inc., a role he held until the company’s merger with Actavis plc (“Actavis”) in 2014. Following the merger with Actavis, Mr. Saunders was named Chief Executive Officer of the combined business. In 2015, he led Actavis’ acquisition of Allergan, renaming the combined company Allergan Plc.

Before joining Schering-Plough in 2003, Mr. Saunders was a Partner and Head of Compliance Business Advisory at PricewaterhouseCoopers LLP. Prior to that, he was Chief Risk Officer at Coventry Health Care, Inc. (NYSE:CVH) and Senior Vice President, Compliance, Legal and Regulatory at Home Care Corporation of America. Mr. Saunders began his career as Chief Compliance Officer for the Thomas Jefferson University Health System.

Over the course of his career, Mr. Saunders has overseen over 80 mergers, acquisitions, divestitures and licensing transactions, totalling over $300 billion in value. Notable highlights from Mr. Saunders’ transaction experience include Actavis’ approximately $28 billion acquisition of Forest Laboratories in 2014, Actavis’ $70 billion acquisition of Allergan in 2015 and the $40 billion sale of Allergan’s global generics business to Teva Pharmaceutical Industries Ltd in 2016. Mr. Saunders’ transaction experience also includes the divestiture of Allergan’s medical dermatology business, and the acquisitions of leading companies in the medical aesthetics space such as Kythera, Lifecell, and Zeltiq.

Additionally, Mr. Saunders currently serves as a director of Cisco Systems, Inc. (NASDAQ: CSCO), a global telecommunications company and BridgeBio Pharma Inc. (NASDAQ:BBIO), a bio pharmaceutical company. He is also a member of The Business Council.

We believe that Mr. Saunders’ deep executive, operational and transactional experience is unique among executives in the pharmaceuticals and healthcare sectors and will provide us access to attractive acquisition opportunities and valuable insights when assessing targets and operating acquired businesses.

Dr. Narasimhan, our Chief Financial Officer and a director, has over fifteen years of experience working with leading pharmaceutical and biotechnology companies and brings extensive scientific and capital markets expertise to our company. Dr. Narasimhan joined Allergan in December 2018 and most recently served as Senior Vice President of Strategic Initiatives, Portfolio Innovation and Investor Relations from August 2019 to May 2020 where she was ranked #1 by Institutional Investor for Best Investor Relations Professional, Best IR Team, and Best IR Program in the pharmaceuticals sector.


Prior to joining Allergan, Dr. Narasimhan worked at Regeneron Pharmaceuticals (NASDAQ:REGN) from September 2011 to November 2018, where she was an Executive Director and led the investor relations group. Prior to joining Regeneron, Dr. Narasimhan was an equity research analyst covering biotechnology at Canaccord Genuity from 2009 to 2011, and at Piper Jaffray from 2008 to 2009. Dr. Narasimhan began her career as a strategy consultant for pharmaceutical and biotechnology companies at Campbell Alliance Group Inc. from 2006 to 2008. Dr. Narasimhan received her Ph.D. in molecular biology from New York University. Additionally, Dr. Narasimhan has served on the Board of Directors for Cytonus Therapeutics Inc, a privately held biotechnology company since March 2020. Dr. Narasimhan’s scientific and capital markets expertise will provide our company with important perspective when evaluating and executing on potential target companies.