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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): November 10, 2025
XTANT
MEDICAL HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-34951 |
|
20-5313323 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
664
Cruiser Lane
Belgrade,
Montana |
|
59714 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
(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 |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
stock, par value $0.000001 per share |
|
XTNT |
|
NYSE
American LLC |
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. ☐
| Item 2.02 | Results of Operations and Financial Condition. |
On November 10, 2025, Xtant Medical Holdings, Inc.
(the “Company”) announced its financial results for the three and nine months ended September 30, 2025. The full text of the
press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in Item 2.02 of this report (including
Exhibit 99.1 and Exhibit 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated
by reference in any registration statement or other document filed by the Company under the Securities Act of 1933, as amended (the “Securities
Act”), or the Exchange Act, except as expressly provided by specific reference in such a filing.
To supplement its consolidated financial statements
prepared in accordance with United States generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP
financial measures, such as non-GAAP adjusted EBITDA, which are included in the press release furnished as Exhibit 99.1 to this report.
The Company defines non-GAAP adjusted EBITDA as net income (loss) from operations before depreciation and amortization expense, interest
expense, and tax benefit (expense), and as further adjusted to add back in or exclude, separation-related expenses, non-cash compensation,
divestiture/acquisition-related expenses, acquisition-related fair value adjustments, and unrealized foreign currency translation loss
or gain, in each case as applicable.
The Company uses non-GAAP adjusted EBITDA in making
operating decisions because it believes this measure provides meaningful supplemental information regarding its core operational performance.
Additionally, this measure gives the Company a better understanding of how it should invest in sales and marketing and research and development
activities and how it should allocate resources to both ongoing and prospective business initiatives. The Company also uses non-GAAP adjusted
EBITDA to help make budgeting and spending decisions, for example, among sales and marketing expenses, general and administrative expenses,
and research and development expenses. Additionally, the Company believes its use of non-GAAP adjusted EBITDA facilitates management’s
internal comparisons to historical operating results by factoring out potential differences caused by charges not related to its regular,
ongoing business, including, without limitation, non-cash charges and certain large and unpredictable charges.
As described above, the Company excludes the effect
of the following items from its non-GAAP adjusted EBITDA for the following reasons:
Separation-related expenses. The Company
excludes separation-related expenses primarily because such expenses are not reflective of the Company’s ongoing operating results
and are not used by management to assess the core profitability of the Company’s business operations. The Company further believes
that excluding this item from its non-GAAP results is useful to investors in that it allows for period over-period comparability.
Non-cash compensation. The Company excludes
non-cash compensation, which is a non-cash charge related to equity awards granted by the Company. Although non-cash compensation is a
recurring charge to the Company’s operations, management has excluded it because it relies on valuations based on future events,
such as the market price of the Company’s common stock, that are difficult to predict and are affected by market factors that are
largely not within the control of the Company. Thus, management believes that excluding non-cash compensation facilitates comparisons
of the Company’s operational performance in different periods, as well as with similarly determined non-GAAP financial measures
of comparable companies.
Divestiture/acquisition-related expenses.
The Company excludes expenses directly related to the Company’s pending divestiture of its non-core Coflex/CoFix assets and the
international hardware business and its acquisitions and integration into the Company from non-GAAP adjusted EBITDA primarily because
such expenses are not reflective of the Company’s ongoing operating results and are not used by management to assess the core profitability
of the Company’s business operations. These expenses include legal and accounting fees and transition related services and are not
considered normal, recurring, cash operating expenses necessary to operate the Company’s business. The Company further believes
that excluding this item from its non-GAAP results is useful to investors in that it allows for period-over-period comparability.
Acquisition-related fair value adjustments.
The Company excludes acquisition-related fair value adjustments from non-GAAP adjusted EBITDA primarily because such adjustments are not
reflective of the Company’s ongoing operating results and are not used by management to assess the core profitability of the Company’s
business operations. The Company further believes that excluding this item from its non-GAAP results is useful to investors in that it
allows for period-over-period comparability.
Unrealized foreign currency translation gain
or loss. The Company excludes unrealized foreign currency translation gain or loss, as applicable, from non-GAAP adjusted EBITDA primarily
because such gain or loss is not reflective of the Company’s ongoing operating results and is not used by management to assess the
core profitability of the Company’s business operations. The Company further believes that excluding this item from its non-GAAP
results is useful to investors in that it allows for period-over-period comparability.
Non-GAAP adjusted EBITDA is reconciled to net income
(loss), the most directly comparable GAAP measure in the press release.
Non-GAAP financial measures are not in accordance
with, or an alternative for, GAAP measures and may be different from non-GAAP financial measures used by other companies. In addition,
non-GAAP financial measures are not based on any comprehensive or standard set of accounting rules or principles. Accordingly, the calculation
of the Company’s non-GAAP financial measures may differ from the definitions of other companies using the same or similar names,
limiting, to some extent, the usefulness of such measures for comparison purposes. Non-GAAP financial measures have limitations in that
they do not reflect all of the amounts associated with the Company’s financial results as determined in accordance with GAAP. Non-GAAP
financial measures should only be used to evaluate the Company’s financial results in conjunction with the corresponding GAAP measures.
Accordingly, the Company qualifies its use of non-GAAP financial information in a statement when non-GAAP financial information is presented.
| Item
9.01 | Financial
Statements and Exhibits. |
(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.
| |
| XTANT
MEDICAL HOLDINGS, INC. |
| |
| | |
| |
| By: | /s/
Scott Neils |
| |
| | Scott
Neils |
| |
| | Chief
Financial Officer |
| |
| | |
| Date: |
November 10, 2025 | | |
Exhibit
99.1
Xtant
Medical Reports Third Quarter 2025 Financial Results
Total
Revenue of $33.3 Million Increased 19% Year-over-Year
Delivers
Positive Net Income, Adjusted EBITDA and Operating Cash Flow
Reiterates
FY25 Revenue Guidance of $131-$135 Million,
Representing
Growth of 11%-15% over FY24
Previously
Announced Sale of Certain Hardware Assets and OUS Businesses
to
Companion Spine Anticipated to Close by Year-End
BELGRADE,
Mont., November 10, 2025 — Xtant Medical Holdings, Inc. (NYSE American: XTNT), a global medical technology company focused
on surgical solutions for spinal and other orthopedic conditions, today reported financial and operating results for the third quarter
ended September 30, 2025.
Third
Quarter 2025 Financial Highlights
| ● | Revenue
of $33.3 million, up 19%, compared to the prior year quarter |
| | | |
| ● | Gross
margin of 66.1% compared to 58.4% for the prior year quarter |
| | | |
| ● | Net
income of $1.3 million compared to a net loss of $5.0 million in the prior year quarter |
| | | |
| ● | Adjusted
EBITDA of $4.5 million compared to Adjusted EBITDA loss of $1.0 million in the prior year
quarter |
| | | |
| ● | Cash
generated from operations of $4.6 million compared to cash used in operations of $1.7 million
in the prior year quarter |
| | | |
| ● | Reiterates
FY25 revenue guidance to $131-$135 million, representing growth of 11%-15% over FY24 revenue |
Third
Quarter 2025 and Recent Business Highlights
| ● | Announced
that the pending sale of its non-core Coflex® and CoFix® assets and all OUS businesses
to Companion Spine is anticipated to close by the end of 2025. |
| | | |
| ● | Launched
CollagenX™, its bovine collagen particulate product for surgical wound closure that
is designed to promote healing, prevent dehiscence, and help mitigate concerns related to
surgical site infections. CollagenX is a potential addition to every case type currently
addressed by Xtant’s biologics portfolio, as well as procedures performed in other
surgical disciplines. |
Sean
Browne, President and CEO of Xtant Medical, stated, “Our strong third quarter results again reflect our recent emphasis on self-sustainability
through positive free cash flow. We also delivered positive net income and adjusted EBITDA, representing significant improvements over
the prior year quarter. Looking ahead, we expect that new product launches, together with measured investments in sales force expansion,
will position us to deliver accelerating biologics product revenue growth while we continue to prudently manage expenses.”
Mr.
Browne continued, “We anticipate the sale of certain non-core spinal implant assets and our international businesses to Companion
Spine will close by the end of the year sharpening our focus on our core biologics business. I believe we are very well positioned to
deliver meaningful innovation for surgeons, improved outcomes for patients, and long-term value for our shareholders.”
Third
Quarter 2025 Financial Results
Revenue
grew 19% to $33.3 million, compared to $27.9 million for the same quarter in 2024. The increase is due primarily to licensing revenue.
Gross
margin for the third quarter of 2025 was 66.1%, compared to 58.4% for the same period in 2024. The increase is primarily attributable
to favorable sales mix and greater scale.
Operating
expenses for the third quarter of 2025 totaled $19.5 million, compared to $20.1 million for the third quarter of 2024. The reduction
in operating expenses is primarily attributable to reduced compensation and commission expenses, which were partially offset by an increase
in professional fees related to sales and marketing.
Net
income totaled $1.3 million, or $0.01 per share on a fully diluted basis, compared to a net loss of $5.0 million, or $(0.04) per share,
in the third quarter of 2024.
Non-GAAP
adjusted EBITDA for the third quarter of 2025 totaled $4.5 million, compared to an adjusted EBITDA loss of $1.0 million for the same
period in 2024. Beginning in the fourth quarter of 2024, phasing of the bargain purchase gain on sell through of inventory acquired as
part of the purchase of Surgalign Holdings’ hardware and biologics business is no longer included in acquisition-related fair value
adjustments in the non-GAAP adjusted EBITDA calculation and prior period calculations as presented herein have been recast to conform
to the current presentation and calculation.
The
Company defines adjusted EBITDA as net income/loss from operations before depreciation, amortization and interest expense and provision
for income tax/benefit, and as further adjusted to add back in or exclude, as applicable, separation-related expenses, non-cash compensation,
disposition/acquisition-related expense, acquisition-related fair value adjustments, and unrealized foreign currency translation gain
or loss. A calculation and reconciliation of adjusted EBITDA to net income (loss) can be found in the attached financial tables.
As
of September 30, 2025, the Company had $10.6 million of cash and cash equivalents compared to $6.2 million as of December 31, 2024.
2025
Financial Guidance
Xtant
is reiterating its full-year 2025 revenue guidance of $131 million to $135 million, which represents approximately 11% to 15% growth
over the Company’s full-year 2024 revenue.
Conference
Call
Xtant
Medical will host a webcast and conference call to discuss its third quarter 2025 financial and operating results at 8:30 am ET today,
November 11, 2025.
To
access the webcast: https://www.webcaster5.com/Webcast/Page/3039/52972
To
access the conference call, dial 888-506-0062 (US) or 973-528-0011 (International) and reference Participant Access Code 579614.
A
replay of the call will be available on the Investor section of the Company’s website at www.xtantmedical.com.
About
Xtant Medical Holdings, Inc.
Xtant
Medical’s mission of honoring the gift of donation so that our patients can live as full and complete a life as possible, is the
driving force behind our company. Xtant Medical Holdings, Inc. (www.xtantmedical.com) is a global medical technology company focused
on the design, development, and commercialization of a comprehensive portfolio of orthobiologics serving the chronic and surgical wound
care and sports medicine markets, as well as spinal implant systems. Xtant people are dedicated and talented, operating with the highest
integrity to serve our customers.
The
symbols ™ and ® denote trademarks and registered trademarks of Xtant Medical Holdings, Inc. or its affiliates, registered as
indicated in the United States, and in other countries. All other trademarks and trade names referred to in this release are the property
of their respective owners.
Non-GAAP
Financial Measures
To
supplement the Company’s consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles
(GAAP), the Company uses certain non-GAAP financial measures in this release, including adjusted EBITDA. Reconciliations of the non-GAAP
financial measures used in this release to the most comparable GAAP measures for the respective periods can be found in tables later
in this release. The Company’s management believes that the presentation of these measures provides useful information to investors.
These measures may assist investors in evaluating the Company’s operations, period over period. Management uses the non-GAAP measures
in this release internally for evaluation of the performance of the business, including the allocation of resources. Investors should
consider non-GAAP financial measures only as a supplement to, not as a substitute for or as superior to, measures of financial performance
prepared in accordance with GAAP.
Cautionary
Statement Regarding Forward-Looking Statements
This
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. 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 “intends,” ‘‘expects,’’ ‘‘anticipates,’’ ‘‘plans,’’
‘‘believes,’’ ‘‘estimates,’’ “continue,” “future,” ‘‘will,’’
“potential,” “going forward,” “guidance,” similar expressions or the negative thereof, and the use
of future dates. Forward-looking statements in this release include the Company’s full year 2025 revenue guidance, the anticipated
timing of the closing of the sale of the Company’s Coflex® and CoFix® assets and its OUS businesses to Companion Spine,
and the Company’s expectation that new product launches, together with investments in sales force expansion, will position the
Company to deliver accelerating biologics product revenue growth while continuing to prudently manage expenses. The Company cautions
that its forward-looking 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 possibility that the sale of the Company’s Coflex and CoFix products
and international businesses are not completed or, if completed, that the anticipated benefits of the transactions are not realized when
expected or at all; the possibility that the transactions may be more expensive to complete than anticipated; diversion of management’s
attention from ongoing business operations and opportunities; the occurrence of any event, change or other circumstances that could give
rise to the right of the parties to terminate either or both transactions; exposure to potential litigation and adverse tax consequences;
the Company’s future operating results and financial performance; its ability to increase or maintain revenue; the Company’s
ability to become operationally self-sustaining and less reliant on third-party manufacturers and suppliers; risks associated with its
acquisitions and the integration of those businesses; anticipated shortages of stem cells which will adversely affect future revenues;
the ability to implement successfully its future growth initiatives and risks associated therewith; possible future impairment charges
to long-lived assets and goodwill and write-downs of excess inventory; the ability to remain competitive; the ability to innovate, develop
and introduce new products and the success of those products; the ability to engage and retain new and existing independent distributors
and agents and qualified sales and other personnel and the Company’s dependence on key independent agents for a significant portion
of its revenue; the effect of labor and hospital staffing shortages on the Company’s business, operating results and financial
condition, especially when they affect key markets; the effect of inflation, increased interest rates and other recessionary factors
and supply chain disruptions; the effect of product sales mix changes on the Company’s financial results; government and third-party
coverage and reimbursement for Company products; the ability to obtain and maintain regulatory approvals and comply with government regulations;
the effect of product liability claims and other litigation to which the Company may be subject; the effect of product recalls and defects;
the ability to license certain of the Company’s intellectual property on commercially reasonable terms and to maintain any such
licenses; the ability to obtain and protect Company intellectual property and proprietary rights and operate without infringing the rights
of others; risks associated with the Company’s clinical trials; international risks; the ability to service Company debt, comply
with its debt covenants and access additional indebtedness or financing on favorable terms or at all, if and when needed; and other factors.
Additional risk factors are contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with
the Securities and Exchange Commission (SEC) on March 6, 2025 and subsequent SEC reports, including its Quarterly Report on Form 10-Q
for the quarterly period ended September 30, 2025 to be filed with the SEC on November 12, 2025. Investors are encouraged to read the
Company’s filings with the SEC, available at www.sec.gov, for a discussion of these and other risks and uncertainties. The Company
undertakes no obligation to release publicly any revisions to any forward-looking statements to reflect events or circumstances after
the date hereof or to reflect the occurrence of unanticipated events, except as required by law. All forward-looking statements attributable
to the Company or persons acting on its behalf are expressly qualified in their entirety by this cautionary statement.
Investor
Relations Contact:
Kevin
Gardner
LifeSci
Advisors
[email protected]
-OR-
Rob
Windsor
LifeSci
Advisors
[email protected]
—
Tables Follow –
XTANT
MEDICAL HOLDINGS, INC.
Condensed
Consolidated Balance Sheets
(In
thousands, except number of shares and par value)
| | |
As of
September 30,
2025 | | |
As of
December 31,
2024 | |
| | |
| | |
| |
| ASSETS | |
| | | |
| | |
| Current Assets: | |
| | | |
| | |
| Cash and cash-equivalents | |
$ | 10,400 | | |
$ | 6,199 | |
| Restricted cash | |
| 241 | | |
| 22 | |
| Trade accounts receivable, net of allowance for credit losses of $2,025 and $1,437, respectively | |
| 25,517 | | |
| 20,660 | |
| Inventories | |
| 40,714 | | |
| 38,634 | |
| Prepaid and other current assets | |
| 1,458 | | |
| 1,601 | |
| Total current assets | |
| 78,330 | | |
| 67,116 | |
| | |
| | | |
| | |
| Property and equipment, net | |
| 10,009 | | |
| 10,131 | |
| Right of use asset, net | |
| 3,619 | | |
| 829 | |
| Goodwill | |
| 7,302 | | |
| 7,302 | |
| Intangible assets, net | |
| 7,060 | | |
| 8,356 | |
| Other assets | |
| 1 | | |
| 103 | |
| Total Assets | |
$ | 106,321 | | |
$ | 93,837 | |
| | |
| | | |
| | |
| LIABILITIES & STOCKHOLDERS’ EQUITY | |
| | | |
| | |
| Current Liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 6,856 | | |
$ | 7,918 | |
| Accrued liabilities | |
| 11,535 | | |
| 7,771 | |
| Advances from pending sale of Coflex/CoFix assets and international hardware business | |
| 5,000 | | |
| - | |
| Current portion of lease liability | |
| 760 | | |
| 703 | |
| Current portion of finance lease obligations | |
| 44 | | |
| 69 | |
| Line of credit | |
| 11,308 | | |
| 12,120 | |
| Total current liabilities | |
| 35,503 | | |
| 28,581 | |
| Long-term Liabilities: | |
| | | |
| | |
| Lease liability, net | |
| 2,949 | | |
| 166 | |
| Financing lease obligations, net | |
| 22 | | |
| 47 | |
| Long-term debt, plus premium and less issuance costs | |
| 17,404 | | |
| 22,038 | |
| Deferred tax liability | |
| 60 | | |
| 42 | |
| Total Liabilities | |
| 55,938 | | |
| 50,874 | |
| | |
| | | |
| | |
| Stockholders’ Equity | |
| | | |
| | |
| Preferred stock, $0.000001 par value; 10,000,000 shares authorized; no shares issued and outstanding | |
| - | | |
| - | |
| Common stock, $0.000001 par value; 300,000,000 shares authorized; 140,004,240 shares issued and
outstanding as of September 30, 2025 and 139,045,664 shares issued and outstanding as of December 31, 2024 | |
| - | | |
| - | |
| Additional paid-in capital | |
| 304,787 | | |
| 302,738 | |
| Accumulated other comprehensive income | |
| 139 | | |
| (316 | ) |
| Accumulated deficit | |
| (254,543 | ) | |
| (259,459 | ) |
| Total Stockholders’ Equity | |
| 50,383 | | |
| 42,963 | |
| | |
| | | |
| | |
| Total Liabilities & Stockholders’ Equity | |
$ | 106,321 | | |
$ | 93,837 | |
XTANT
MEDICAL HOLDINGS, INC.
Condensed
Consolidated Statements of Operations
(Unaudited,
in thousands, except number of shares and per share amounts)
| |
|
Three
Months Ended
September 30, |
|
|
Nine Months Ended
September 30, |
|
| |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
| Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Product revenue |
|
$ |
27,772 |
|
|
$ |
27,937 |
|
|
$ |
87,492 |
|
|
$ |
85,754 |
|
| License revenue |
|
|
5,483 |
|
|
|
- |
|
|
|
14,078 |
|
|
|
- |
|
| Total Revenue |
|
|
33,255 |
|
|
|
27,937 |
|
|
|
101,570 |
|
|
|
85,754 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of Sales |
|
|
11,263 |
|
|
|
11,630 |
|
|
|
35,051 |
|
|
|
33,562 |
|
| Gross Profit |
|
|
21,992 |
|
|
|
16,307 |
|
|
|
66,519 |
|
|
|
52,192 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Gross Profit % |
|
|
66.1 |
% |
|
|
58.4 |
% |
|
|
65.5 |
% |
|
|
60.9 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Operating Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| General and administrative |
|
|
7,071 |
|
|
|
7,493 |
|
|
|
22,082 |
|
|
|
22,991 |
|
| Sales and marketing |
|
|
11,746 |
|
|
|
11,890 |
|
|
|
34,566 |
|
|
|
37,530 |
|
| Research and development |
|
|
634 |
|
|
|
701 |
|
|
|
1,643 |
|
|
|
1,863 |
|
| Total Operating Expenses |
|
|
19,451 |
|
|
|
20,084 |
|
|
|
58,291 |
|
|
|
62,384 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Loss from Operations |
|
|
2,541 |
|
|
|
(3,777 |
) |
|
|
8,228 |
|
|
|
(10,192 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Other (Expense) Income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Interest expense |
|
|
(904 |
) |
|
|
(1,199 |
) |
|
|
(2,953 |
) |
|
|
(3,026 |
) |
| Unrealized foreign currency translation gain |
|
|
(56 |
) |
|
|
27 |
|
|
|
146 |
|
|
|
106 |
|
| Other (Expense) Income |
|
|
(16 |
) |
|
|
(13 |
) |
|
|
(18 |
) |
|
|
(6 |
) |
| Total Other (Expense) Income |
|
|
(976 |
) |
|
|
(1,185 |
) |
|
|
(2,825 |
) |
|
|
(2,926 |
) |
| Net Income (Loss) from Operations Before Provision for Income Taxes |
|
|
1,565 |
|
|
|
(4,962 |
) |
|
|
5,403 |
|
|
|
(13,118 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Benefit (Provision) for Income Taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Current and Deferred |
|
|
(257 |
) |
|
|
(62 |
) |
|
|
(487 |
) |
|
|
(166 |
) |
| Net Income (Loss) |
|
$ |
1,308 |
|
|
$ |
(5,024 |
) |
|
$ |
4,916 |
|
|
$ |
(13,284 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net Income (Loss) Per Share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
$ |
0.01 |
|
|
$ |
(0.04 |
) |
|
$ |
0.04 |
|
|
$ |
(0.11 |
) |
| Dilutive |
|
$ |
0.01 |
|
|
$ |
(0.04 |
) |
|
$ |
0.04 |
|
|
$ |
(0.10 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Shares used in the computation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
|
139,712,969 |
|
|
|
135,100,233 |
|
|
|
139,366,489 |
|
|
|
131,881,302 |
|
| Dilutive |
|
|
150,377,234 |
|
|
|
135,100,233 |
|
|
|
149,912,292 |
|
|
|
131,881,302 |
|
XTANT
MEDICAL HOLDINGS, INC.
Condensed
Consolidated Statements of Cash Flows
(Unaudited,
in thousands)
| | |
Nine Months Ended
September 30, | |
| | |
2025 | | |
2024 | |
| Operating activities: | |
| | | |
| | |
| Net income (loss) | |
$ | 4,916 | | |
$ | (13,284 | ) |
| Adjustments to reconcile net income (loss) to net cash used in operating activities: | |
| | | |
| | |
| Depreciation and amortization | |
| 3,404 | | |
| 3,076 | |
| Gain on sale of fixed assets | |
| (16 | ) | |
| (182 | ) |
| Non-cash interest | |
| 415 | | |
| 369 | |
| Stock-based compensation | |
| 2,165 | | |
| 3,277 | |
| Provision for reserve on accounts receivable | |
| 568 | | |
| 330 | |
| Provision for excess and obsolete inventory | |
| 1,318 | | |
| 695 | |
| Other | |
| 68 | | |
| (1 | ) |
| | |
| | | |
| | |
| Changes in operating assets and liabilities: | |
| | | |
| | |
| Trade accounts receivable | |
| (5,639 | ) | |
| (128 | ) |
| Inventories | |
| (2,789 | ) | |
| (5,657 | ) |
| Prepaid and other assets | |
| 314 | | |
| (503 | ) |
| Accounts payable | |
| (1,279 | ) | |
| 1,290 | |
| Accrued liabilities | |
| 3,721 | | |
| (1,843 | ) |
| Net cash provided by (used in) operating activities | |
| 7,166 | | |
| (12,561 | ) |
| | |
| | | |
| | |
| Investing activities: | |
| | | |
| | |
| Purchases of property and equipment | |
| (1,987 | ) | |
| (3,441 | ) |
| Proceeds from sale of fixed assets | |
| 206 | | |
| 278 | |
| Advances from pending sale of Coflex/CoFix assets and international hardware business | |
| 5,000 | | |
| - | |
| Net cash used in investing activities | |
| 3,219 | | |
| (3,163 | ) |
| Financing activities: | |
| | | |
| | |
| Payments on financing leases | |
| (51 | ) | |
| (49 | ) |
| Borrowings on line of credit | |
| 77,573 | | |
| 86,315 | |
| Repayments on line of credit | |
| (78,385 | ) | |
| (78,050 | ) |
| Payment on long-term debt | |
| (5,000 | ) | |
| - | |
| Proceeds from issuance of long term debt | |
| - | | |
| 5,000 | |
| Debt issuance costs | |
| (49 | ) | |
| (648 | ) |
| Proceeds from private placement, net of cash issuance costs | |
| - | | |
| 4,456 | |
| Proceeds from the exercise of stock based compensation | |
| - | | |
| 13 | |
| Payment of taxes from withholding of common stock on settlement of restricted stock units | |
| (116 | ) | |
| (110 | ) |
| Net cash (used in) provided by financing activities | |
| (6,028 | ) | |
| 16,927 | |
| | |
| | | |
| | |
| Effect of exchange rate changes on cash and cash equivalents and restricted cash | |
| 63 | | |
| (40 | ) |
| | |
| | | |
| | |
| Net change in cash and cash equivalents and restricted cash | |
| 4,420 | | |
| 1,163 | |
| Cash and cash equivalents and restricted cash at beginning of year | |
| 6,221 | | |
| 5,923 | |
| Cash and cash equivalents and restricted cash at end of year | |
$ | 10,641 | | |
$ | 7,086 | |
| | |
| | | |
| | |
| Reconciliation of cash and cash equivalents and restricted cash reported in the consolidated balance sheets | |
| | | |
| | |
| Cash and cash equivalents | |
| 10,400 | | |
| 6,596 | |
| Restricted cash | |
| 241 | | |
| 490 | |
| Total cash and restricted cash reported in the consolidated balance sheets | |
$ | 10,641 | | |
$ | 7,086 | |
XTANT
MEDICAL HOLDINGS, INC.
CALCULATION
OF NON-GAAP CONSOLIDATED EBITDA AND ADJUSTED EBITDA
(in
thousands)
| | |
Three Months Ended
September 30, | | |
Nine Months Ended
September 30, | |
| | |
2025 | | |
2024 | | |
2025 | | |
2024 | |
| | |
| | |
| | |
| | |
| |
| Net Income (Loss) | |
$ | 1,308 | | |
$ | (5,024 | ) | |
$ | 4,916 | | |
$ | (13,284 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Depreciation and amortization | |
| 1,161 | | |
| 1,073 | | |
| 3,404 | | |
| 3,076 | |
| Interest expense | |
| 904 | | |
| 1,199 | | |
| 2,953 | | |
| 3,026 | |
| Tax (benefit) expense | |
| 257 | | |
| 62 | | |
| 487 | | |
| 166 | |
| Non-GAAP EBITDA | |
| 3,630 | | |
| (2,690 | ) | |
| 11,760 | | |
| (7,016 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Non-GAAP EBITDA/Total revenue | |
| 10.9 | % | |
| -9.6 | % | |
| 11.6 | % | |
| -8.2 | % |
| | |
| | | |
| | | |
| | | |
| | |
| NON-GAAP ADJUSTED EBITDA CALCULATION | |
| | | |
| | | |
| | | |
| | |
| Separation related expenses | |
| - | | |
| 464 | | |
| 23 | | |
| 490 | |
| Non-cash compensation | |
| 641 | | |
| 1,139 | | |
| 2,165 | | |
| 3,277 | |
| Divestiture/acquisition-related expense | |
| 74 | | |
| - | | |
| 369 | | |
| 338 | |
| Acquisition-related fair value adjustments (1) | |
| 140 | | |
| 145 | | |
| 311 | | |
| 529 | |
| Unrealized foreign currency translation (gain) loss | |
| 56 | | |
| (27 | ) | |
| (146 | ) | |
| (106 | ) |
| Non-GAAP Adjusted EBITDA | |
$ | 4,541 | | |
$ | (969 | ) | |
$ | 14,482 | | |
$ | (2,488 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Non-GAAP Adjusted EBITDA/Total revenue | |
| 13.7 | % | |
| -3.5 | % | |
| 14.3 | % | |
| -2.9 | % |
(1)
Beginning in the fourth quarter of 2024, phasing of the bargain purchase gain on sell through of inventory acquired as part of the purchase
of Surgalign Holdings’ hardware and biologics business is no longer included in acquisition-related fair value adjustments in the
non-GAAP adjusted EBITDA calculation and prior period calculations as presented herein have been recast to conform to the current presentation
and calculation. The related effect on adjusted EBITDA was a reduction of $0.8 million and $2.9 million for the three and nine months
ended September 30, 2024 to arrive at recast amounts.