Full Press Release Details
Medical Announces Closing of Debt Restructuring
MT, October 1, 2020 - Xtant Medical Holdings, Inc. (NYSE American: XTNT), a global medical technology company focused on
surgical solutions for the treatment of spinal disorders, today announced that it has completed its previously announced debt
restructuring transaction.
primary purpose of the restructuring was to improve Xtant's capital structure by reducing its outstanding debt, which the
Company expects will facilitate future access to capital markets for investment in its growth initiatives, and regain compliance
with the NYSE American's continued listing standards.
are pleased to have completed this debt restructuring transaction, which significantly reduced Xtant's total indebtedness
to less than $16 million under our credit facility, lowered our cost of debt to more serviceable levels, and will allow us to
focus on further improving the Company's operating model and growth profile," said Sean Browne, President and CEO
part of the transaction, Xtant issued approximately 57.8 million shares of its common stock to the lenders under its credit facility
in exchange for approximately $40.8 million of the aggregate outstanding principal amount of loans outstanding under the credit
facility, as well as, without duplication, approximately $21.1 million of the outstanding amount of PIK Interest (as defined in
the credit agreement) (such loans and PIK Interest, referred to as 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.
and the lenders also amended the credit agreement to extinguish loans in an aggregate principal amount equal to the exchanging
loans outstanding thereunder together with all accrued and unpaid interest thereon, add loans in an aggregate principal amount
equal to a portion of the prepayment fee payable thereunder in respect of the exchanging loans and exchange the remaining portion
of the prepayment fee for an additional 0.9 million shares of its common stock, reduce the amount of additional credit availability
thereunder to $5 million, eliminate the Revenue Base financial covenant, and reduce the interest rate to a rate per annum equal
to the sum of (i) 7.00% plus (ii) the higher of (x) the LIBO Rate (as such term is defined in the credit agreement) and (y) 1.00%.
a result of the completion of the debt restructuring transaction, OrbiMed Royalty Opportunities II, LP and ROS Acquisition Offshore
LP, which are funds affiliated with OrbiMed Advisors LLC, own, in the aggregate, approximately 94.5% of Xtant's outstanding
common stock and all other existing stockholders of Xtant own approximately 5.5% of the outstanding common stock. Under the terms
of the previously announced Restructuring and Exchange Agreement between Xtant and the lenders, Xtant agreed to launch a rights
offering after completion of the debt restructuring to allow Xtant stockholders the opportunity to purchase Xtant common stock
at the same price per share as the $1.07 per share exchange price used in the debt restructuring.
Xtant Medical Holdings, Inc.
Medical Holdings, Inc. (www.xtantmedical.com) is a global medical technology company focused on the design, development, and commercialization
of a comprehensive portfolio of orthobiologics and spinal implant systems to facilitate spinal fusion in complex spine, deformity
and degenerative procedures. Xtant's people are dedicated and talented, operating with the highest integrity to serve our
symbols and denote trademarks and registered trademarks of Xtant Medical Holdings, Inc. or its affiliates, registered
as indicated in the United States, and in other countries. All other trademarks and trade names referred to in this release are
the property of their respective owners.
Statement Regarding Forward-Looking Statements
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include statements that are predictive in nature, that depend upon or refer to future events or conditions,
or that include words such as "expects," "anticipates," "intends," "plans," "believes,"
"continue," "future," "will," "may," "continue," similar expressions
or the negative thereof, and the use of future dates. Forward-looking statements in this release include the Company's expectations
regarding the effect and benefits of the debt restructuring transaction and subsequent rights offering. The Company cautions that
its forward-looking statements by their nature involve risks and uncertainties, and actual results may differ materially depending
on a variety of important factors, including, among others: risks and uncertainties surrounding the restructuring transactions,
including without limitation, the Company's ability to regain compliance with the continued listing standards of the NYSE
American and maintain its listing, and the timing and success of the anticipated rights offering; the effect of the COVID-19 pandemic
on the Company's business, operating results and financial condition; the Company's future operating results and financial
performance; the ability to increase or maintain revenue; the ability to remain competitive; the ability to innovate and develop
new products; the ability to engage and retain qualified personnel; government and third-party coverage and reimbursement for
Company products; the ability to obtain and maintain regulatory approvals and comply with government regulations; the effect of
product liability claims and other litigation to which the Company may be subject; the effect of product recalls and defects;
the ability to obtain and protect Company intellectual property and proprietary rights and operate without infringing the rights
of others; the ability to service Company debt, comply with its debt covenants and access additional indebtedness; the ability
to obtain additional financing and other factors. Additional risk factors are contained in the Company's Annual Report on
Form 10-K for the year ended December 31, 2019, as supplemented by subsequent disclosures in the Company's Quarterly Report
on Form 10-Q for the quarterly period ended June 30, 2020 and in future Quarterly Reports on Form 10-Q and Current Reports on
Form 8-K. Investors are encouraged to read the Company's filings with the SEC, available at www.sec.gov, for a discussion
of these and other risks and uncertainties. The Company undertakes no obligation to release publicly any revisions to any forward-looking
statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except
as required by law. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified
in their entirety by this cautionary statement.