8-K

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): November 13, 2018

OrthoPediatrics Corp.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

001-38242	26-1761833
(Commission File Number)	(I.R.S. Employer Identification Number)

2850 Frontier Drive Warsaw, Indiana	46582
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (574) 268-6379

Not Applicable

(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

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 [X]

Item 7.01. Regulation FD Disclosure.

The executive officers of OrthoPediatrics Corp. have several upcoming presentations to representatives of investors and analysts. The officers intend to use the material filed as Exhibit 99.1 herewith, in whole or in part, as part of those presentations.

The information in this Item 7.01, including the information incorporated by reference herein from Exhibit 99.1, is furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d)	Exhibits
	Exhibit No.	Description
	99.1	OrthoPediatrics Corp. Investor Presentation dated November 2018.

* * * * * *

SIGNATURE

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.

	OrthoPediatrics Corp.
Date:   November 13, 2018	By:	/s/ Daniel J. Gerritzen
		Daniel J. Gerritzen, General Counsel and Secretary

EX-99.1

OrthoPediatrics Corp. Mark Throdahl, CEO November 2018 Fred Hite, CFO

Disclaimer Forward-Looking Statements This presentation includes "forward-looking statements" within the meaning of U.S. federal securities laws. You can identify forward-looking statements by the use of words such as "may," "might," "will," "should," "expect," "plan," "anticipate," "could," "believe," "estimate," "project," "target," "predict," "intend," "future," "goals," "potential,” "objective," "would" and other similar expressions. Forward-looking statements involve risks and uncertainties, many of which are beyond OrthoPediatrics’ control. Important factors could cause actual results to differ materially from those in the forward-looking statements, including, among others, the risks, uncertainties and factors set forth under "Risk Factors" in OrthoPediatrics’ Annual Report on Form 10-K filed with the SEC on March 15, 2018. Forward-looking statements speak only as of the date they are made. OrthoPediatrics assumes no obligation to update forward-looking statements to reflect actual results, subsequent events, or circumstances or other changes affecting such statements except to the extent required by applicable securities laws. Use of Non-GAAP Financial Measures This presentation includes the non-GAAP financial measure of Adjusted EBITDA, which differs from financial measures calculated in accordance with U.S. generally accepted accounting principles (“GAAP”). Adjusted EBITDA in this presentation represents net loss, plus interest expense (income), net plus other expense (income), depreciation and amortization, stock-based compensation expense, accelerated vesting of restricted stock upon our IPO, public company costs and initial public offering costs. Adjusted EBITDA is presented because the Company believes it is a useful indicator of its operating performance. Management uses the measure as a measure of the Company’s operating performance and for planning purposes, including financial projections. The Company believes this measure is useful to investors as supplemental information because it is frequently used by analysts, investors and other interested parties to evaluate companies in its industry. The Company believes Adjusted EBITDA is useful to its management and investors as a measure of comparative operating performance from period to period. Adjusted EBITDA is a non-GAAP financial measure and should not be considered as an alternative to, or superior to, net income or loss as a measure of financial performance or cash flows from operations as a measure of liquidity, or any other performance measure derived in accordance with GAAP, and it should not be construed to imply that the Company’s future results will be unaffected by unusual or non-recurring items. In addition, the measure is not intended to be a measure of free cash flow for management’s discretionary use, as it does not reflect certain cash requirements such as debt service requirements, capital expenditures and other cash costs that may recur in the future. Adjusted EBITDA contains certain other limitations, including the failure to reflect our cash expenditures, cash requirements for working capital needs and other potential cash requirements. In evaluating Adjusted EBITDA, you should be aware that in the future the Company may incur expenses that are the same or similar to some of the adjustments in this presentation. The Company’s presentation of Adjusted EBITDA should not be construed to imply that its future results will be unaffected by any such adjustments. Management compensates for these limitations by primarily relying on the Company’s GAAP results in addition to using Adjusted EBITDA on a supplemental basis. The Company’s definition of this measure is not necessarily comparable to other similarly titled captions of other companies due to different methods of calculation. 2

Highlights Large Market Proprietary Technology Scalable Business Only diversified medical device company focused exclusively on pediatric orthopedics Protected market opportunity: $1.1 billion U.S., $2.5 billion globally in 2016 High U.S. procedure concentration: <300 hospitals and ~1,400 surgeons Focused call point: pediatric orthopedic generalists who use our entire product portfolio Broadest product offering: 26 surgical systems specifically designed for children Sustainable competitive advantage: - Comprehensive product offering - Clinical education programs - Surgeon relationships - Experienced sales organization Consistent 20+% growth since inception - FY17 revenue of $45.6 million, up 22% - 24%, 28% and 28% revenue growth for 1Q, 2Q and 3Q 2018, respectively October 2017 IPO will, among other things, fund consigned sets and accelerate proven strategy November 2018 S-3/Shelf: standard filing as part of good corporate governance 3

OP Today A Company Built on a CAUSE Cause Company Snapshot Improving the lives of children Treated 20,000 patients in 2017 with orthopedic conditions 26 surgical systems; 3,500 SKUs; strong pipeline* 75 direct employees; 86 focused FTE sales reps* Global sales organization focused on pediatric orthopedic surgeons in 39 countries* 25 issued patents; 33 pending patents Only non-founding Chief Medical Officer in the industry who is a fellow surgeon Average FDA approval time: < ½ industry average History of stable reimbursement Gideon with CMO Peter Armstrong, M.D., c. 1995. Gideon’s drawing of his girlfriend, 2016. * As of September 30, 2018 4

Our Key Idea Children Are Not Small Adults Superior Clinical Outcomes OP’s Market Impact Re-Purposed Adult Plate OP’s Solution Address orthopedic industry’s lack of focus on product development, clinical education, and sales presence Implants and instruments avoid complications of re-purposed adult products Product development in collaboration with leading pediatric orthopedic surgeons Dedicated sales support attending surgeries Clinical education programs that build brand loyalty Screws Through Screws Parallel To Growth Plate Growth Plate 5

Large and Focused Market OP’S $2.5 Billion Current Addressable Global Market $1.1 Billion U.S. Addressable Market High Concentration of Pediatric Trauma & Deformity and Scoliosis Procedures 3,157 U.S. Sports Hospitals Smart Medicine Implants $116M $299M 38% Procedures Scoliosis (%) $285M 62% Trauma & Deformity $401M 268 U.S. Hospitals Current products target three of the largest categories in Pediatric Orthopedics Pipeline products underway to expand addressable market 6

Product Line Diversification 2017 Revenue by Segment $46 million sales in 2017 Scoliosis 22% revenue growth in 2017 25% No dependency on one product family Sports 3% Trauma & Medicine/ 72% Growth across all products Other Deformity Comparable gross margins on all products 2017 Revenue by Product Family 2017 Revenue Growth % by Product Family 40% 35% 34% 35% 30% 28% 24% 25% 25% 22% 22% 20% 20% 14% 15% 10% 7% 5% 0% 7

A Proven Strategy Since 2011 Sales Focus on Teaching Deploy Expand Expand Clinical Institutions and Instrument Addressable Education High Volume Sets Procedures Programs Hospitals Goals Accelerate sales growth Develop novel technologies 8

New Systems Launched in 2017 Trauma & Deformity 2017 Product Launches Titanium Clavicle Plate System Wrist Fusion Plate PediPlates® System (First pediatric specific System PediPlate Physeal Tethering (Expands physeal system) (First pediatric specific System tethering offering) system) Scoliosis 2017 Product Launches FIREFLY® Pedicle Screw Navigation Guides (Complementary to RESPONSE Spine System) RESPONSE 5.5mm and 5.5/6.0 Systems Sports Medicine 2017 Product Launches Medial Patella Femoral Ligament Reconstruction System (Complementary to ACL Reconstruction System) ACL Reconstruction System 9

5 New Systems Trauma & Deformity 2018/1H19 Expected Product Launches FDA cleared Development Development May’18 Complete Complete PediNail Intramedullary Nail Osteogenesis PediFoot System (First pediatric system) (Expands into adolescent cases) Imperfecta Nail System Scoliosis 2018/1H19 Expected Product Launches FDA cleared Oct’18 RESPONSE 4.5/4.75/5.0mm System (Maximizes intraoperative flexibility) Development Complete BandLoc Duo System 10

Additional New Products in 2018 Trauma & Deformity 2018 Product Launches PediFlex Advanced PediLoc Femur Launched Q1 2018 Anticipated Q4 2018 Scoliosis 2018 Product Launches FireFly S2/Alar Launched Q3 2018 11

Strong Pipeline Expanding Our Addressable Market CMF Clavicle Demonstrated ability to Proximal Rib expand portfolio to full Humerus Spine array of pediatric surgeries Elbow Growing Rods Hand & Wrist OP Today OP Tomorrow Now Under Development Pelvis Hip & Long Bone Knee (Sports Medicine) Foot & Ankle 12

Leading Edge Systems in Development Smart Implants Spinal Tethering Proof of concept model developed August 2018. Emerging procedure with off-label use of adult lumbar fixation product Important milestone reached. Allows intervention in patients as young as 10 Reversible, non-fusion procedure Embodiments in intramedullary nailing and scoliosis Acquired IP; now enhancing portfolio Formed task force of leading tethering surgeons OP will offer significant improvements to current technology Evaluating and refining concepts 13

Global Sales Coverage United States International 77% of 2017 23% of 2017 Revenue Revenue 33 Sales Agencies, 5 Sales Agencies most of which are + 36 Stocking exclusive* Distributors* Direct in UK, IRE, AUS, NZ, CAN * Data as of 3Q 2018 Currently selling to major children’s hospitals in the U.S. and 38 additional countries Converting to agency model in select markets has significantly increased volumes, ASPs, and gross margin Replicate success of sales agency model in UK, IRE, AUS, NZ, and CAN 14

Barriers to Entry New Competitors Would Face Formidable Obstacles Product breadth Surgeon relationships Sales and distribution network Clinical education programs Pediatric brand equity Reputation with pediatric orthopedic societies Dynamic culture “The ship has sailed.” 15

What Does Category Leadership Mean? Surgeon relationships and Broadest, most innovative clinical education product offering Relationships with surgeons who use 12 years’ clinical understanding entire portfolio New product pipeline Major provider of clinical education Pediatric Market Gateway for Leading supporter of surgical societies distributed products and joint Custom instruments product developments Robust organic growth Attractive growth and opportunities margin profile $2.5 billion addressable global market Consistent growth since inception Limited focused competition 76% gross margin in FY 2017 Focused, experienced distribution History of efficient capital Instrument set placements drive growth utilization 16

Financial Review

Consistent 20+% Revenue Growth Since Inception $50 2018 Revenue Guidance of 25.0%-25.5% $45.6 $45 $40 $37.3 $10.7 $35 $31.0 $8.5 $30 $6.1 $25 $23.7 $19.6 $20 $5.3 $16.1 $3.9 $34.9 Revenue ($ in Millions) ($ Revenue $15 $2.8 $28.8 $10.2 $24.9 $10 $7.1 $18.4 $0.9 $15.8 $13.3 $5 $3.0 $0.4 $9.3 $0.6 $6.7 $0 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 U.S. International 18

Accelerating Growth 30% 25% 20% 15% 28% 28% 24% 24% Revenue Growth % Revenue 22% 22% 10% 20% 21% 5% 0% FY 2016 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018 2Q 2018 3Q 2018 19

Category Revenue Summary $50 $1.2 $45 $0.8 $40 $1.1 $11.6 $0.9 $12.6 $35 $1.1 $9.4 $30 $8.7 $25 $0.8 $7.4 $20 $3.6 $29.5 $32.8 $15 Revenue Millions) in ($ Revenue $26.8 $24.3 $22.5 $10 $19.3 $5 $0 2014 2015 2016 2017 9M 2017 9M 2018 Trauma & Deformity Scoliosis Sports Medicine/Other 20

Revenue Seasonality Seasonality Drives Stronger Performance in Summer Months and Holiday Periods 2016 2017 30% 30% 27% 27% 26% 25% 26% 26% 25% 25% 22% 21% 20% 20% 15% 15% 10% 10% 5% 5% Revenue as % of Total Year of % as Total Revenue Year of % as Total Revenue 0% 0% Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 21

Income Statement Summary ($ in Millions) FY 2015 FY 2016 FY 2017 9M 2017 9M 2018 Revenue $31.0 $37.3 $45.6 $33.9 $43.0 Growth % 31% 20% 22% NA 28% Gross Profit $21.6 $26.4 $34.5 $25.6 $32.2 Margin % 70% 71% 76% 75% 75% Operating Expenses $28.2 $32.5 $40.9 $27.9 $39.9 Operating Loss ($6.6) ($6.1) ($6.5) ($2.3) ($7.7) Net Loss ($7.9) ($6.6) ($8.9) ($4.1) ($9.6) Net Loss per Share* ($7.27) ($7.14) ($5.86) ($4.82) ($0.77) * Net loss per share attributable to common stockholders – basic and diluted 22

Adjusted EBITDA Reconciliation Nine Months Ended September 30, ($ in Millions) 2017 2018 Net Loss ($4.1) ($9.6) Interest expense 1.9 1.7 Other expense (income) 0.0 0.1 Depreciation and amortization 1.7 2.2 Stock-based compensation 1.1 1.2 Accelerated vesting of restricted stock - 2.0 Public company costs - 1.0 Non-recurring professional service fees - 2.2 Adjusted EBITDA $0.6 $1.0 23

Balance Sheet ($ in Millions) As of September 30, 2018 Assets Liabilities Cash $24.5 Accounts Payable $5.9 Accounts Receivable 9.5 Debt 25.4 Inventory 26.9 Accrued Expenses 3.3 Other Current Assets 1.0 All Other Liabilities 1.6 PP&E (net) 12.8 Paid In Capital 153.6 Intangibles 2.3 Accumulated Deficit (net) (113.0) Total Assets $76.9 Total Liabilities / Equity $76.9 24

Summary Surgeon relationships and Broadest, most innovative clinical education product offering Robust organic growth Attractive growth and opportunities margin profile 25