COMMON STOCK PURCHASE WARRANT XTANT MEDICAL HOLDINGS, INC.Xtant Medical Holdings, Inc. • February 22nd, 2021 • Biological products, (no disgnostic substances)
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Altium Growth Fund, LP or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February [__], 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), up to 6,666,668 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 3rd, 2023 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 3, 2023, among Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 7th, 2023 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances)
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 6, 2023, by and among Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 18th, 2015 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement ("Agreement") is made as of _________, by and between Bacterin International Holdings, Inc., a Delaware corporation (the "Company"), and ______________________ ("Indemnitee"). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 31st, 2011 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances) • Illinois
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 27, 2011, by and between BACTERIN INTERNATIONAL HOLDINGS, INC., a Delaware corporation, (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 31st, 2016 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • Ohio
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 25, 2016 (the “Effective Date”) between (i) SILICON VALLEY BANK, a California corporation (“Bank”), and (ii) XTANT MEDICAL HOLDINGS, INC., a Delaware corporation (“Holdings”), BACTERIN INTERNATIONAL, INC., a Nevada corporation (“Bacterin”), X-SPINE SYSTEMS, INC., an Ohio corporation (“X-spine”), and XTANT MEDICAL, INC., a Delaware corporation (“Xtant”, and together with Holdings, Bacterin and X-spine, individually and collectively, jointly and severally, the “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
Bacterin International Holdings, Inc. Common Stock and Warrants to Purchase Shares of Common Stock PURCHASE AGREEMENTPurchase Agreement • August 1st, 2014 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances) • New York
Bacterin International Holdings, Inc., a Delaware corporation (the “Company”) proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), for whom Northland Securities, Inc. is acting as representative (the “Representative”), (i) an aggregate of 1,143,000 shares (the “Firm Shares”) of Common Stock, $0.000001 par value per share (the “Common Stock”), of the Company, and (ii) warrants of the Company, in the form set forth in Exhibit A hereto, to purchase 571,500 shares of Common Stock at an exercise price of $7.12 per share (the “Firm Warrants”). Each Firm Share is being sold together with a Firm Warrant to purchase one-half of a share of Common Stock at an exercise price of $7.12 per share. The shares of Common Stock issuable upon exercise of the Firm Warrants are called the “Warrant Shares.” The Firm Shares, the Firm Warrants and the Warrant Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”
Xtant Medical Holdings, Inc.Xtant Medical Holdings, Inc. • February 22nd, 2021 • Biological products, (no disgnostic substances) • New York
AMENDED AND RESTATED COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • April 17th, 2015 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances) • Illinois
This AMENDED AND RESTATED COMMON STOCK PURCHASE AGREEMENT, dated as of April 17, 2015, by and between BACTERIN INTERNATIONAL HOLDINGS, INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), amends and restates that certain Common Stock Purchase Agreement, dated as of March 16, 2015, by and between the Company and the Buyer. All references to the “Agreement” herein and in any Transaction Document (as defined below) refer to the Amended and Restated Common Stock Purchase Agreement. Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 17th, 2015 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances) • Illinois
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 16, 2015, by and between BACTERIN INTERNATIONAL HOLDINGS, INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
XTANT MEDICAL HOLDINGS, INC. DEALER-MANAGER AGREEMENTDealer-Manager Agreement • September 28th, 2016 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
The following (this “Agreement”) will confirm our agreement relating to the proposed rights offering (the “Rights Offering”) to be undertaken by Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), pursuant to which the Company will distribute to holders of record of its common stock, par value $0.000001 per share (the “Common Stock”), subscription rights (the “Rights”) to subscribe for up to an aggregate of ___________ units (the “Units”), each Unit consisting of one share of Common Stock (the “Rights Shares”) and ___ of a warrant representing the right to purchase one share of Common Stock at an exercise price of $_______ per share (the “Rights Warrants”), at a subscription price of $____ per Unit in cash (the “Subscription Price”).
CREDIT AND SECURITY AGREEMENT dated as of April 23, 2012 by and among BACTERIN INTERNATIONAL HOLDINGS, INC., and BACTERIN INTERNATIONAL, INC., each individually, as a Borrower and collectively, as the Borrowers, and MIDCAP FINANCIAL, LLC, as...Credit and Security Agreement • April 24th, 2012 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances) • Maryland
THIS CREDIT AND SECURITY AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of April 23, 2012, by and among BACTERIN INTERNATIONAL HOLDINGS, INC., a Delaware corporation, and BACTERIN INTERNATIONAL, INC., a Nevada corporation, and any additional borrower that may hereafter be added to this Agreement (each individually as a “Borrower”, and collectively as “Borrowers”), MIDCAP FINANCIAL, LLC, a Delaware limited liability company, individually as a Lender, and as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 4th, 2023 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (“Agreement”) is made as of _______________ by and between Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), and _______________, a resident of the State of _______________ (“Indemnitee”). This Agreement supplements any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement. Any conflict between this and any other agreement shall be construed in favor of indemnification.
AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT (term Loan) dated as of March 7, 2024 by and among XTANT MEDICAL, INC., BACTERIN INTERNATIONAL, INC., X-SPINE SYSTEMS, INC., SURGALIGN SPV, INC., and any additional borrower that hereafter...Credit, Security and Guaranty Agreement • March 7th, 2024 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 21st, 2017 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (“Agreement”) is made as of __________, 2017 by and between Xtant Medical Holdings Inc., a Delaware corporation (the “Company”), and _____________, a resident of the State of ________ (“Indemnitee”). This Agreement supplements any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement. Any conflict between this and any other agreement shall be construed in favor of indemnification.
PURCHASE AGREEMENTPurchase Agreement • May 31st, 2011 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances) • Illinois
PURCHASE AGREEMENT (the “Agreement”), dated as of May 27, 2011, by and between BACTERIN INTERNATIONAL HOLDINGS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 1st, 2011 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances) • Maryland
This LOAN AND SECURITY AGREEMENT (this “Agreement”), dated as of July 28, 2011 (the “Closing Date”), by and among (a) MIDCAP FUNDING III, LLC, a Delaware limited liability company, with an office located at 7255 Woodmont Avenue, Suite 200, Bethesda, Maryland 20814 (“MidCap”), as administrative agent (“Agent”), (b) the Lenders listed on Schedule 1 hereto and otherwise party hereto from time to time (each a “Lender” and, collectively, the “Lenders”), and (c) BACTERIN INTERNATIONAL HOLDINGS, INC., a Delaware corporation (“Bacterin International Holdings”) and BACTERIN INTERNATIONAL, INC., a Nevada corporation (“Bacterin International”; Bacterin International and Bacterin International Holdings are referred to herein individually and collectively, jointly and severally, as “Borrower”), provides the terms on which Lenders agree to lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:
ContractXtant Medical Holdings, Inc. • May 7th, 2020 • Biological products, (no disgnostic substances) • New York
THIS WARRANT AND THE SECURITIES PURCHASABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FILED UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS, UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 20th, 2017 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
Please confirm that the foregoing correctly sets forth the agreement between us by signing in the space provided below for that purpose.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 20th, 2017 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to OrbiMed Royalty Opportunities II, LP and ROS Acquisition Offshore LP (the “Purchasers”) convertible senior notes due 2021 in the aggregate principal amount of $67,145.00 (the “Notes”), upon the terms set forth in the Securities Purchase Agreements among the Company, each of the Purchasers, dated January 16, 2017 (the “Purchase Agreements”). Upon a conversion of each Note at the option of the holder thereof, the Company will be required to deliver shares of common stock of the Company, $0.000001 par value per share (the “Common Stock”). To induce the Purchasers to enter into the Purchase Agreements and to satisfy the Company’s obligations thereunder, the holders of the Notes will have the benefit of this registration rights agreement (this “Agreement”) pursuant to which the Company agrees with the Purchasers for the benefit of the Purchasers and for the benefit of the holders (the “Holder
EMPLOYMENT AGREEMENTEmployment Agreement • October 6th, 2016 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances)
This Employment Agreement (“Agreement”) is effective October 6, 2016 (“Effective Date”), by and between Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), and Carl O’Connell, an individual (“Employee”).
XTANT MEDICAL HOLDINGS, INC. WARRANT TO PURCHASE COMMON STOCKXtant Medical Holdings, Inc. • November 10th, 2016 • Biological products, (no disgnostic substances) • New York
Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, _______________ or its permitted registered assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company up to a total of _______ shares of common stock, $0.000001 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price per share equal to $0.01 per share (as adjusted from time to time as provided in Section 9 herein, the “Exercise Price”), upon surrender of this warrant to purchase Common Stock (including any warrants to purchase Common Stock issued in exchange, transfer or replacement hereof, the “Warrant”) at any time and from time to time on or after the date hereof (the “Original Issue Date”) and through and including 5:00 PM Eastern Time on the date t
EMPLOYMENT AGREEMENTEmployment Agreement • January 9th, 2023 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • Minnesota
This Employment Agreement (“Agreement”) is effective as of January 16, 2023 (“Effective Date”), by and between Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), and Mark A. Schallenberger, an individual (“Employee”). The Company and Employee are sometimes referred to as the “Parties” or “Party” in this Agreement, and the Company may designate a subsidiary to be the employer of the Employee.
ContractXtant Medical Holdings, Inc. • January 20th, 2017 • Biological products, (no disgnostic substances) • New York
THE SALE OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS NOTE (AND ANY BENEFICIAL INTEREST HEREIN) MAY NOT BE OFFERED, RESOLD OR OTHERWISE TRANSFERRED, EXCEPT:
BACTERIN INTERNATIONAL, INC. BACTERIN INTERNATIONAL HOLDINGS, INC. BRIDGE BANK, NATIONAL ASSOCIATION LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 21st, 2011 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances) • California
This Loan And Security Agreement is entered into as of January 14, 2011, by and between Bridge Bank, National Association (“Bank”) and Bacterin International, Inc. and Bacterin International Holdings, Inc. (collectively, “Borrower”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 7th, 2010 • Bacterin International Holdings, Inc. • Wholesale-durable goods, nec • Delaware
This Indemnification Agreement (the “Agreement”) is made and entered as of June ___, 2010 by and between Bacterin International Holdings, Inc., a Delaware corporation, f/k/a K-Kitz, Inc., with its principal place of business at 600 Cruiser Lane, Belgrade, Montana 59714 (the “Company”), and ________________________________ (“Indemnitee”) and the parties agree as follows:
AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 27, 2015 by and among BACTERIN INTERNATIONAL, INC., as the Borrower, The Lenders Party Hereto, and ROS Acquisition Offshore LP as the Administrative AgentCredit Agreement • July 28th, 2015 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances) • New York
THIS AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 27, 2015 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), is by and among BACTERIN INTERNATIONAL, INC., a Nevada corporation (the “Borrower”), ROS Acquisition Offshore LP, a Cayman Islands Exempted Limited Partnership (together with its Affiliates, successors, transferees and assignees, “ROS”), as lender and as “Administrative Agent” for the lenders pursuant to Section 10.1.1 hereof, and ORBIMED ROYALTY OPPORTUNITIES II, LP, a Delaware limited partnership (together with its Affiliates, successors, transferees and assignees, “Royalty Opportunities” and together with ROS, each individually a “Lender” and collectively, the “Lenders”).
WARRANT AGREEMENTWarrant Agreement • November 10th, 2016 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS WARRANT AGREEMENT (this “Agreement”), dated as of _________, 2016, is by and between Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), and Corporate Stock Transfer, Inc., as the Warrant Agent (the “Warrant Agent”).
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONUnaudited Pro Forma Condensed Combined Financial Information • May 16th, 2023 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances)
On February 28, 2023, Xtant Medical Holdings, Inc., a Delaware corporation (“Xtant” or the “Company”), entered into an Equity Purchase Agreement (the “Equity Purchase Agreement”) with Surgalign SPV, Inc. (“Surgalign SPV”), a Delaware corporation and wholly owned subsidiary of Surgalign Spine Technologies, Inc., a Delaware corporation (“Seller”), Seller and Surgalign Holdings, Inc., a Delaware corporation, pursuant to which Xtant purchased all of the issued and outstanding shares of common stock of Surgalign SPV, which shares constituted all of the outstanding equity of Surgalign SPV, for an aggregate purchase price of $17.0 million in cash (the “Transaction”). The Company funded the purchase price with cash on hand and approximately $5.0 million of indebtedness incurred under its term loan. The closing contemplated by the Equity Purchase Agreement occurred on February 28, 2023 (the “Closing”).
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • March 1st, 2023 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • Delaware
This EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into as of February 28, 2023, by and among Xtant Medical Holdings, Inc., a Delaware corporation (“Buyer”), Surgalign SPV, Inc. (the “Company”), a Delaware corporation and wholly owned subsidiary of Surgalign Spine Technologies, Inc., a Delaware corporation (“Seller”), Seller and Surgalign Holdings, Inc., a Delaware corporation (“Parent”). Capitalized terms used and not otherwise defined in this Agreement have the meanings set forth in Exhibit A.
amendment No. 1 to CREDIT, SECURITY AND GUARANTY AGREEMENT (REVOLVING LOAN)Credit, Security and Guaranty Agreement • March 8th, 2022 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
This AMENDMENT NO. 1 TO CREDIT, SECURITY AND GUARANTY AGREEMENT (REVOLVING LOAN) (this “Agreement”) is made as of March 7, 2022, by and among XTANT MEDICAL HOLDINGS, INC., a Delaware corporation (“Holdings”) as a Guarantor, each of Holdings’ direct and indirect Subsidiaries set forth on the signature pages hereto as a “Borrower” (collectively, the “Borrowers” and each individually, a “Borrower”), MidCap Funding IV Trust, a Delaware statutory trust, individually as a Lender and as Agent (in such capacity, together with its successors and assigns, “Agent”) and the other financial institutions or other entities from time to time parties to the Credit Agreement referenced below, each as a Lender.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 7th, 2010 • Bacterin International Holdings, Inc. • Wholesale-durable goods, nec • Delaware
This Registration Rights Agreement (“Agreement”) is entered into as of June ___, 2010, by and among Bacterin International Holdings, Inc., f/k/a K-Kitz, Inc. (the “Company”) and the Holders (as defined below).
ContractXtant Medical Holdings, Inc. • April 19th, 2016 • Biological products, (no disgnostic substances) • New York
THE SALE OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS NOTE (AND ANY BENEFICIAL INTEREST HEREIN) MAY NOT BE OFFERED, RESOLD OR OTHERWISE TRANSFERRED, EXCEPT:
TWENTY-FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 17th, 2018 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
This TWENTY-FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made and entered into as of August 1, 2018 (the “Amendment Closing Date”) by and among Bacterin International, Inc., a Nevada corporation (the “Borrower”), ROS acquisition offshore lp, a Cayman Islands Exempted Limited Partnership (“ROS”), ORBIMED ROYALTY OPPORTUNITIES II, LP, a Delaware limited partnership (“Royalty Opportunities”), and, in their capacity as Guarantors under the Credit Agreement (as defined below), XTANT MEDICAL HOLDINGS, INC., a Delaware corporation (“Holdings”), X-SPINE SYSTEMS, INC., an Ohio corporation (“X-Spine” or the “Additional Delayed Draw Borrower” and, together with the Borrower, the “Borrowers”) and XTANT MEDICAL, INC., a Delaware corporation (“Xtant” and, along with Holdings and X-Spine, collectively, the “Guarantors”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 4th, 2012 • Bacterin International Holdings, Inc. • Biological products, (no disgnostic substances)
This Employment Agreement (“Agreement”) is entered into by and between Bacterin International, Inc. (“Company”), and Greg Juda an Individual (“Employee”), and is effective on the date on April 1, 2012 (“Effective Date”).
