UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
As previously disclosed, on June 18, 2023, Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), entered into an Asset Purchase Agreement (as subsequently amended, the “Asset Purchase Agreement”) with Surgalign Holdings, Inc., a Delaware corporation (the “Seller”), pursuant to which, subject to the terms and conditions set forth in the Asset Purchase Agreement, the Company agreed to acquire certain assets of the Seller and its subsidiaries on an as-is, where-is basis and assume certain specified liabilities of the Seller and its subsidiaries (the “Transaction”) for a total purchase price of $5 million in cash.
Also as previously disclosed, on July 28, 2023, the Company announced that, in accordance with certain procedures adopted by the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the “Bankruptcy Court”), in connection with the bankruptcy proceedings of the Seller, the Seller filed a Notice of Successful Bidder announcing the Company as the successful bidder in the auction for certain of the Seller’s assets and liabilities related to its domestic and international biologics and spinal fixation offerings. The winning bid was the Company’s initial bid, as set forth in the Asset Purchase Agreement.
At a hearing conducted by the Bankruptcy Court on August 8, 2023, presiding Judge Christopher M. Lopez stated on the record that the Transaction is approved, and the parties anticipate that Judge Lopez will enter a formal written order shortly. Pursuant to the terms of the Asset Purchase Agreement, closing of the Transaction is expected to occur no later than September 1, 2023.
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/ Sean E. Browne | |
| Sean E. Browne | ||
| President and Chief Executive Officer | ||
Date: August 9, 2023