---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-021783"
form_type: "8-K"
ticker: "XTNT"
cik: "0001453593"
company_name: "Xtant Medical Holdings, Inc."
filed_at: "2023-06-20T23:59:59+00:00"
generated_at: "2026-06-13T21:08:20.620696+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# Xtant Medical enters $5M asset purchase agreement for Surgalign assets as stalking-horse bidder

## Summary
- Purchase price $5M cash; 10% ($0.5M) in escrow; break-up fee of 3% if outbid.
- Seller Surgalign filed Chapter 11 on June 19, 2023; sale under Bankruptcy Code Section 363.
- Acquired assets include inventory, IP, contracts, equipment, and equity of international subsidiaries.
- Transaction requires Bankruptcy Court approval and subject to auction with potential competing bids.
- Xtant designated as stalking horse bidder; deal expected to close by September 1, 2023.

## SEC filing metadata
- accession: 0001493152-23-021783
- form_type: 8-K
- ticker: XTNT
- cik: 0001453593
- company_name: Xtant Medical Holdings, Inc.
- filed_at: 2023-06-20T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1453593/000149315223021783/0001493152-23-021783-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1453593/000149315223021783/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-021783
- JSON: https://secwatch.observer/filing/0001493152-23-021783.json
- Plain text: https://secwatch.observer/filing/0001493152-23-021783.txt

## Key facts
- Material Agreements
  Xtant Medical Holdings, Inc. entered into Asset Purchase Agreement with Surgalign Holdings, Inc. valued at $5 million (effective 2023-06-18).
  - Action: entry
  - Agreement: asset purchase
  - Counterparty: Surgalign Holdings, Inc.
  - Value: $5 million
  - Effective: 2023-06-18
  source text: On June 18, 2023, Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), entered into an Asset Purchase Agreement (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, including specified inventory, intellectual property and intellectual property rights, contracts, equipment and other personal property, records, all outstanding equity securities of the Seller’s international subsidiaries, and intangibles related to the business of designing, developing and manufacturing hardware medical technology and distributing biologics medical technology, as conducted by the Seller and its subsidiaries (collectively, the “Assets”), and assume certain specified liabilities of the Seller and its subsidiaries (collectively, the “Liabi
  evidence_url: https://www.sec.gov/Archives/edgar/data/1453593/000149315223021783/0001493152-23-021783-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.