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Bacterin to Purchase the Outstanding Common Stock of X-spine Systems, Inc., Creating Xtant Medical
Combines Bacterin's strength in orthobiologics with X-spine's expertise in hardware offering complementary product lines focused on orthopedic and spine surgical procedures.
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Pro forma revenue and EBITDA for the combined company for the 12 months ended
December 31, 2014 was approximately$77.5 million and$3.9 million , respectively. - Strategic combination to offer complementary product lines to more comprehensively serve customers for a wide range of orthopedic and spine surgical procedures.
- Expands distribution footprint to over 300 field sales representatives, and over 50 national accounts and regional health system/IDN contracts.
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Bacterin International Holdings, Inc. to be renamedXtant Medical Holdings, Inc. -
A management call will be held tomorrow morning at
8:00 AM ET .
"This transaction joins two strong and growing organizations and reinforces the strategic initiatives outlined earlier this year to expand our product offerings, strengthen customer relationships and expand our distribution capabilities. We are excited to leverage further our combined operating platform and exceptional talent to drive, significant and ongoing value for our stockholders. With the addition of X-spine, we will have a stronger financial profile with over
X-spine has numerous products for the treatment of spinal disease, with an emphasis on less-invasive treatments for the degenerative spine, X-spine's state-of-the art spinal implants and instrumentation are highly complementary to Bacterin's leading orthobiologics portfolio. The great majority of spinal procedures using X-spine's product portfolio could use an orthobiologic that Bacterin currently offers.
"We look forward to broadening our success through a combination with Bacterin and accessing their outstanding portfolio of regenerative medicine products. This transaction will increase the scope of our organization with a new, diversified portfolio of products focused on the orthopedic and spine markets. Furthermore, we will be able to offer those diversified products to our established customer base, representing an accessible revenue growth opportunity for the combined business. I look forward to working with Dan and his team to open the next chapter of our mutual success," said Dr.
Transaction Details
The transaction will be funded by an amended and restated
New Company Name and Additions to Management Team
Concurrent with the closing,
Conference Call Details
Bacterin will host a conference call to discuss the transaction on
Conference date:
Conference dial-in: 877-269-7756
International dial-in: 201-689-7817
Conference Call Name: Bacterin's Management Update Call
Webcast Registration: CLICK HERE
About
About
X-spine is a medical device manufacturer that provides class-leading products for the treatment of spinal disease. With an emphasis on less-invasive treatments for the degenerative spine, X-spine offers state-of-the art spinal implants and instrumentation to an expanding global market. For more information, please visit www.x-spine.com.
Important Cautionary Notes Regarding Pro Forma Financial Information and Forward-looking Statements
This press release contains certain disclosures that may be deemed forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to significant risks and uncertainties. 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 "continue," "efforts," "expects," "anticipates," "intends," "plans," "believes," "estimates," "projects," "forecasts," "strategy," "will," "goal," "target," "prospects," "potential," "optimistic," "confident," "likely," "probable" or similar expressions or the negative thereof. Statements of historical fact also may be deemed to be forward-looking statements. You are cautioned not to place undue reliance on forward-looking statements that speak only as of the date on which they are made. Forward-looking statements reflect management's current estimates, projections, expectations and beliefs, and are subject to risks and uncertainties outside of our control that may cause actual results to differ materially from what is indicated in those forward-looking statements. We assume no duty to update the forward-looking statements, except as required by law.
These statements by their nature involve risks and uncertainties, and actual results may differ materially depending on a variety of important factors, including, among others, the occurrence of the risks described in the "Risk Factors" section included as an exhibit to our Current Report on Form 8-K filed with the
This new release contains certain supplemental measures of performance, such as EBITDA, that are not required by, or presented in accordance with, generally accepted accounting principles in
The unaudited pro forma financial information contained in this news release is included for informational purposes only and does not purport to reflect the results of operations or financial position that would have occurred had Bacterin and X-spine operated on a combined basis during the periods presented. The unaudited pro forma financial information should not be relied upon as being indicative of our financial condition or results of operations had the X-spine transaction occurred on the date assumed nor as a projection of our results of operations or financial position for any future period or date. The unaudited pro forma financial information should be read in conjunction with the historical financial statements and related notes of Bacterin and X-spine.
BACTERIN INTERNATIONAL HOLDINGS, INC. | ||
Pro Forma, Combined Calculation of EBIDTA |
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stated in $000's |
For the twelve months ended December 31, |
For the three months ended March 31, |
2014 | 2015 | |
Loss From Operations Before Impairment | ($365) | ($890) |
Non-Cash Compensation | $935 | $230 |
Depreciation & Amortization | $3,284 | $942 |
EBITDA | $3,854 | $282 |
CONTACT: INVESTOR CONTACT:Rich Cockrell investorrelations@thecockrellgroup.com 877-889-1972 MEDIA CONTACT:Melissa Christensen mchristensen@metzgeralbee.com 720-833-5918 orDoyle Albee doyle@metzgeralbee.com 303-736-9156