Xtant Medical Holdings, Inc. (XTNT): M&A transaction — Xtant completes sale of Coflex/CoFix and Paradigm OUS to Companion Spine for $19.2M

Xtant Medical Holdings, Inc.

Total consideration $19.2M: $11.0M cash plus $8.2M unsecured promissory note maturing Jan 15, 2026.
Net cash proceeds used to prepay $8.0M of MidCap term loan; $14.4M remains outstanding, with up to $1.6M additional prepayment upon note repayment.
Pro forma revenue for nine months ended Sep 30, 2025 would be $85.2M (vs $101.6M reported); net income $6.8M (vs $4.9M) including estimated $3.9M gain.
CEO states net proceeds and operating cash flows expected to eliminate need for additional external capital.
Divestiture represents Xtant's shift to focus on core biologics business.

item 2.01 item 2.04 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Xtant Medical Holdings, Inc. faced acceleration on term loan of approximately $8.0 million with MidCap Financial Trust.

Instrument: term loan
Principal: approximately $8.0 million
Counterparty: MidCap Financial Trust
Event: acceleration

Exact text from the filing

approximately $8.0 million of the net cash proceeds received by the Company from the Divestitures (including previous deposits received) was used to prepay a portion of the Company’s term loan with MidCap, resulting in $14.4 million remaining outstanding under the term loan as of December 1, 2025, of which up to an additional $1.6 million will be required to be prepaid if and when the Companion Spine Note is repaid by Companion Spine.

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Xtant Medical Holdings, Inc. completed a disposition involving Companion Spine SAS for $1.7 million (closed 2025-12-01).

Action: disposition
Counterparty: Companion Spine SAS
Consideration: $1.7 million
Closing: 2025-12-01

Exact text from the filing

Companion Spine (the “Paradigm Agreement” and together with the Coflex/CoFix Agreement, the “Divestiture Agreements”). The total purchase price of the Paradigm Divestiture was $1.7 million (the “Paradigm Purchase Price”), which was paid to the Company in cash at the closing of the Paradigm Divestiture. The Paradigm Purchase Price is subject to future adjustments

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Xtant Medical Holdings, Inc. completed a disposition involving Companion Spine, LLC and one of its affiliates, Companion Spine SAS for $17.5 million (closed 2025-12-01).

Action: disposition
Counterparty: Companion Spine, LLC and one of its affiliates, Companion Spine SAS
Consideration: $17.5 million
Closing: 2025-12-01

Exact text from the filing

Asset Purchase Agreement dated July 7, 2025 between the Seller and Companion Spine (the “Coflex/CoFix Agreement”). The total purchase price of the Coflex/CoFix Divestiture was $17.5 million (subject to a closing inventory valuation adjustment set forth in the Coflex/CoFix Agreement) (the “Coflex/CoFix Purchase Price”). Of the total purchase price, an aggregate of

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Xtant Medical Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001493152-25-025963

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