Current Report Filing (8-k)
October 06 2020 - 6:15AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): October 6, 2020
XTANT
MEDICAL HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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001-34951
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20-5313323
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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664
Cruiser Lane
Belgrade,
Montana
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59714
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(Address
of principal executive offices)
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(Zip
Code)
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(406)
388-0480
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
stock, par value $0.000001 per share
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XTNT
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NYSE
American LLC
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If an
emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
On
October 6, 2020, Xtant Medical Holdings, Inc. (the “Company”) issued a press release announcing that it now complies
with all of the NYSE American LLC continued listing standards set forth in Part 10 of the NYSE American Company Guide. In particular,
the Company has regained compliance with the continued listing requirement under NYSE American Company Guide Section 1003(a)(iii),
which requires a listed issuer to maintain stockholders’ equity of at least $6 million if it has sustained losses from continuing
operations and/or net losses in its five most recent fiscal years.
The
return to compliance was achieved as a result of the Company’s recently completed debt restructuring in which the Company
issued approximately 57.8 million shares of Xtant common stock to the lenders under the Company’s credit facility in exchange
for approximately $40.8 million of the aggregate outstanding principal amount of loans outstanding under the credit facility,
as well as, without duplication, approximately $21.1 million of the outstanding amount of PIK Interest (as defined in the Company’s
credit agreement) (such loans and PIK Interest, the “Exchanging Loans”), plus all other accrued and unpaid interest
on the Exchanging Loans outstanding as of the closing date, at an exchange price of $1.07 per share. After completion of the debt
restructuring transaction, the Company reported in a Current Report on Form 8-K filed with the Securities and Exchange Commission
on October 1, 2020 a positive stockholders’ equity of approximately $13.0 million as of October 1, 2020, on an unaudited,
as adjusted pro forma basis, which reflects the completion of the transaction.
A
copy of the above-referenced press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and incorporated
by reference herein.
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Item
9.01
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Financial
Statements and Exhibits.
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(d)
Exhibits.
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.
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XTANT
MEDICAL HOLDINGS, INC.
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By:
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/s/
Sean E. Browne
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Sean
E. Browne
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President
and Chief Executive Officer
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Date:
October 6, 2020
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