0001235802-20-000118.txt : 20201005
0001235802-20-000118.hdr.sgml : 20201005
20201005162423
ACCESSION NUMBER: 0001235802-20-000118
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20201001
FILED AS OF DATE: 20201005
DATE AS OF CHANGE: 20201005
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Rizzo Matthew
CENTRAL INDEX KEY: 0001732511
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34951
FILM NUMBER: 201223872
MAIL ADDRESS:
STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Xtant Medical Holdings, Inc.
CENTRAL INDEX KEY: 0001453593
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 205313323
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 664 CRUISER LANE
CITY: BELGRADE
STATE: MT
ZIP: 59714
BUSINESS PHONE: 406-388-0480
MAIL ADDRESS:
STREET 1: 664 CRUISER LANE
CITY: BELGRADE
STATE: MT
ZIP: 59714
FORMER COMPANY:
FORMER CONFORMED NAME: Bacterin International Holdings, Inc.
DATE OF NAME CHANGE: 20100615
FORMER COMPANY:
FORMER CONFORMED NAME: K KITZ INC
DATE OF NAME CHANGE: 20090108
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2020-10-01
0
0001453593
Xtant Medical Holdings, Inc.
XTNT
0001732511
Rizzo Matthew
664 CRUISER LANE
BELGRADE
MT
59714
1
0
1
0
Common Stock
2020-10-01
4
A
0
46784775
1.07
A
52702384
I
See Foonotes
Common Stock
2020-10-01
4
A
0
11969619
1.07
A
15300688
I
See Footenotes
Common Stock
70423
D
See Exhibit 99.1
These securities are held of record by ROS Acquisition. OrbiMed Advisors LLC ("Advisors"), a registered investment adviser under the Investment Advisors Act of 1940, as amended, is the investment manager of ROS Acquisition. Advisors is also the investment manager of Royalty Opportunities S.a r.l., of which ROS Acquisition is a wholly-owned subsidiary. By virtue of such relationships, Advisors may be deemed to have voting and investment power with respect to the securities held by ROS Acquisition noted above and as a result may be deemed to have beneficial ownership over such securities. Advisors exercises its investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the securities held by ROS Acquisition.
Each of ROS Acquisition, ORO II, Advisors and the Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any such entity or person is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act, or for any other purposes. The Reporting Person is an employee of Advisors.
These securities are held of record by ORO II. OrbiMed ROF II LLC ("ROF II") is the general partner of ORO II, and Advisors is the managing member of ROF II. By virtue of such relationships, Advisors may be deemed to have voting and investment power with respect to the securities held by ORO II noted above and as a result may be deemed to have beneficial ownership over such securities. Advisors exercises its investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the securities held by ORO II.
These shares are to be issued upon vesting pursuant to a restricted stock unit award granted under the Xtant Medical Holdings, Inc. 2018 Equity Incentive Plan, as amended, conditioned upon the Reporting Person remaining a director of the Company through the vesting date.
/s/ Amy Culbert, attorney-in-fact
2020-10-05
EX-99.1
2
exhibit99-1.txt
FOOTNOTE 1
EXHIBIT 99.1
On October 1, 2020 (the Closing Date), Xtant Medical
Holdings, Inc. (the Company) exchanged shares of its
common stock (the Common Stock) for approximately
$40.8 million of the aggregate outstanding principal
amount of the loans (as defined in the Second Amended
and Restated Credit Agreement, dated as of March 29,
2019, by and among the Company, Bacterin International,
Inc., Xtant Medical, Inc., X-spine Systems, Inc., and
OrbiMed Royalty Opportunities II, LP (ORO II) and
ROS Acquisition Offshore LP (ROS Acquisition and
collectively with ORO II, the Lenders) (as amended,
restated and otherwise modified prior to the date
hereof, Second A&R Credit Agreement) outstanding under
the Second A&R Credit Agreement, as well as, without
duplication, approximately $21.1 million of the
outstanding amount of PIK Interest (as defined in the
Second A&R Credit Agreement) (such loans and PIK Interest,
the Exchanging Loans), plus all other accrued and unpaid
interest on the Exchanging Loans outstanding as of the
Closing Date, at an exchange price of $1.07 per share,
representing the average closing price of the Common
Stock over the 10 trading days immediately prior to the
parties entering into that certain Restructuring and
Exchange Agreement, dated as of August 7, 2020 (the
Restructuring Agreement), with the Lenders and resulting
in the issuance of an aggregate of 57,837,045 shares of
Common Stock to the Lenders. In addition, on the Closing
Date, the Company also entered into an amendment to the
Second A&R Credit Agreement and in connection therewith
the Company issued 917,349 shares of Common Stock to
ROS Acquisition in exchange for a portion of the
prepayment fee payable under the Second A&R Credit
Agreement in respect of the Exchanging Loans.