UNITED
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SECURITIES AND EXCHANGE COMMISSION
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D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
As previously reported in a Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) by Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), on August 10, 2023 (the “Original Form 8-K”), the Company acquired substantially all of the assets and certain specified liabilities of Surgalign Holdings, Inc., a Delaware corporation (the “Seller”), and its subsidiaries pursuant to the Asset Purchase Agreement, dated June 18, 2023, between the Seller and the Company (the “Acquisition”). On August 10, 2023, the Company completed the Acquisition.
On October 26, 2023, the Company amended the Original Form 8-K to amend and supplement the Original Form 8-K to include historical financial statements of the Seller and pro forma financial information as required by Items 9.01(a) and 9.01(b), respectively, of Form 8-K and that were excluded from the Original Form 8-K in reliance on the instructions to such items (the “Amendment”).
The Company intends to file a registration statement on Form S-3 with the SEC, and this Current Report on Form 8-K is being filed to provide updated financial statements of the Seller for the six months ended June 30, 2023 (unaudited) and for the year ended December 31, 2022 and pro forma financial information for the year ended December 31, 2023 (collectively, the “Updated Financial Information”). The Updated Financial Information updates and supplements the financial statements and pro forma information contained in Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3 to the Amendment. To the extent that the information in this Current Report on Form 8-K differs from or updates information contained in the Amendment, the information in this Current Report on Form 8-K shall supersede or supplement the information in the Amendment.
The pro forma financial information included in Item 9.01(b) of this Current Report on Form 8-K has been presented for informational purposes only, as required by Form S-3. It does not purport to represent the actual results or project future operating results of the Company following the Acquisition.
| Item 9.01 | Financial Statements and Exhibits. |
| (a) | Financial statements of businesses or funds acquired. |
The financial statements of the Seller as of and for the six months ended June 30, 2023 and 2022 (unaudited) are filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
| (b) | Pro forma financial information. |
The unaudited pro forma condensed combined statement of operations for the year ended December 31, 2023 and notes to the unaudited pro forma condensed combined financial information of the Company, all giving effect to the Acquisition, are filed as Exhibit 99.2 to this Current Report on Form 8-K and incorporated herein by reference.
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 99.1 |
|
Historical Financial Statements of Surgalign Holdings, Inc. as of and for the Six Months Ended June 30, 2023 and 2022 (unaudited) |
| 99.2 | Unaudited Pro Forma Condensed Combined Financial Information of Xtant Medical Holdings, Inc. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| XTANT MEDICAL HOLDINGS, INC. | ||
| By: | /s/ Scott Neils | |
| Scott Neils | ||
| Chief Financial Officer | ||
| Date: September 3, 2024 | ||