Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 09, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-34951 | |
Entity Registrant Name | XTANT MEDICAL HOLDINGS, INC. | |
Entity Central Index Key | 0001453593 | |
Entity Tax Identification Number | 20-5313323 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 664 Cruiser Lane | |
Entity Address, City or Town | Belgrade | |
Entity Address, State or Province | MT | |
Entity Address, Postal Zip Code | 59714 | |
City Area Code | (406) | |
Local Phone Number | 388-0480 | |
Title of 12(b) Security | Common stock, par value $0.000001 per share | |
Trading Symbol | XTNT | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 86,796,175 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 18,175 | $ 2,341 |
Restricted cash | 439 | |
Trade accounts receivable, net of allowance for credit losses and doubtful accounts of $576 and $653, respectively | 6,321 | 6,880 |
Inventories | 19,708 | 21,408 |
Prepaid and other current assets | 945 | 736 |
Total current assets | 45,588 | 31,365 |
Property and equipment, net | 4,971 | 4,347 |
Right-of-use asset, net | 1,369 | 1,690 |
Goodwill | 3,205 | 3,205 |
Intangible assets, net | 414 | 457 |
Other assets | 244 | 402 |
Total Assets | 55,791 | 41,466 |
Current Liabilities: | ||
Accounts payable | 2,355 | 2,947 |
Accrued liabilities | 4,079 | 5,462 |
Current portion of lease liability | 451 | 423 |
Current portion of finance lease obligations | 31 | 20 |
Line of credit | 3,488 | |
Current portion of long-term debt | 16,797 | |
Total current liabilities | 10,404 | 25,649 |
Long-term Liabilities: | ||
Lease liability, less current portion | 961 | 1,303 |
Finance lease obligation, less current portion | 111 | |
Long-term debt, less issuance costs | 11,678 | |
Total Liabilities | 23,154 | 26,952 |
Commitments and Contingencies (Note 11) | ||
Stockholders’ Equity (Deficit): | ||
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; 86,796,175 shares issued and outstanding as of September 30, 2021 and 77,573,680 shares issued and outstanding as of December 31, 2020 | ||
Additional paid-in capital | 265,539 | 244,850 |
Accumulated deficit | (232,902) | (230,336) |
Total Stockholders’ Equity | 32,637 | 14,514 |
Total Liabilities & Stockholders’ Equity | $ 55,791 | $ 41,466 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Trade accounts receivable, allowance for credit losses | $ 576 | $ 653 |
Preferred stock, par value | $ 0.000001 | $ 0.000001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.000001 | $ 0.000001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 86,796,175 | 77,573,680 |
Common Stock, shares outstanding | 86,796,175 | 77,573,680 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue | ||||
Orthopedic product sales | $ 13,743 | $ 13,980 | $ 41,193 | $ 39,207 |
Other revenue | 34 | 36 | 100 | 115 |
Total Revenue | 13,777 | 14,016 | 41,293 | 39,322 |
Cost of sales | 6,586 | 4,768 | 16,498 | 13,913 |
Gross Profit | 7,191 | 9,248 | 24,795 | 25,409 |
Operating Expenses | ||||
General and administrative | 3,107 | 3,042 | 10,307 | 10,293 |
Sales and marketing | 5,267 | 5,270 | 15,712 | 15,578 |
Research and development | 262 | 176 | 719 | 529 |
Total Operating Expenses | 8,636 | 8,488 | 26,738 | 26,400 |
(Loss) Income from Operations | (1,445) | 760 | (1,943) | (991) |
Other Expense | ||||
Interest expense | (329) | (2,097) | (529) | (5,258) |
Total Other Expense | (329) | (2,097) | (529) | (5,258) |
Net Loss Before Provision for Income Taxes | (1,774) | (1,337) | (2,472) | (6,249) |
Provision for income taxes | (30) | (23) | (94) | (68) |
Net Loss | $ (1,804) | $ (1,360) | $ (2,566) | $ (6,317) |
Net loss per share: | ||||
Basic | $ (0.02) | $ (0.10) | $ (0.03) | $ (0.48) |
Dilutive | $ (0.02) | $ (0.10) | $ (0.03) | $ (0.48) |
Shares used in the computation: | ||||
Basic | 86,763,210 | 13,231,823 | 84,926,656 | 13,210,386 |
Dilutive | 86,763,210 | 13,231,823 | 84,926,656 | 13,210,386 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] |
Balance at Dec. 31, 2019 | $ (44,205) | $ 179,061 | $ (223,266) | |
Beginning balance, shares at Dec. 31, 2019 | 13,161,762 | |||
ASU 2016-13 cumulative effect adjustment | (47) | (47) | ||
Common stock issued on vesting of restricted stock units | ||||
Common stock issued on vesting of restricted stock units, shares | 61,803 | |||
Stock-based compensation | 269 | 269 | ||
Net loss | (2,493) | (2,493) | ||
Balance at Mar. 31, 2020 | (46,476) | 179,330 | (225,806) | |
Ending balance, shares at Mar. 31, 2020 | 13,223,565 | |||
Balance at Dec. 31, 2019 | (44,205) | 179,061 | (223,266) | |
Beginning balance, shares at Dec. 31, 2019 | 13,161,762 | |||
Net loss | (6,317) | |||
Balance at Sep. 30, 2020 | 47,981 | 181,649 | (230,630) | |
Ending balance, shares at Sep. 30, 2020 | 13,240,831 | |||
Balance at Mar. 31, 2020 | (46,476) | 179,330 | (225,806) | |
Beginning balance, shares at Mar. 31, 2020 | 13,223,565 | |||
Stock-based compensation | 220 | 220 | ||
Issuance of warrant | 1,862 | 1,862 | ||
Net loss | (2,464) | (2,464) | ||
Balance at Jun. 30, 2020 | (46,858) | 181,412 | (228,270) | |
Ending balance, shares at Jun. 30, 2020 | 13,223,565 | |||
Common stock issued on vesting of restricted stock units | ||||
Common stock issued on vesting of restricted stock units, shares | 17,266 | |||
Stock-based compensation | 237 | 237 | ||
Net loss | (1,360) | (1,360) | ||
Balance at Sep. 30, 2020 | 47,981 | 181,649 | (230,630) | |
Ending balance, shares at Sep. 30, 2020 | 13,240,831 | |||
Balance at Dec. 31, 2020 | 14,514 | 244,850 | (230,336) | |
Beginning balance, shares at Dec. 31, 2020 | 77,573,680 | |||
Private placement of common stock, net of issuance costs of $1,926 | 12,831 | 12,831 | ||
Private placement of common stock, net of issuance costs of $1,926, shares | 8,888,890 | |||
Warrants issued in connection with the private placement | 5,243 | 5,243 | ||
Warrants issued in connection with the private placement to placement agents | 351 | 351 | ||
Common stock issued on vesting of restricted stock units | ||||
Common stock issued on vesting of restricted stock units, shares | 244,716 | |||
Stock-based compensation | 456 | 456 | ||
Net loss | (29) | (29) | ||
Balance at Mar. 31, 2021 | 33,366 | 263,731 | (230,365) | |
Ending balance, shares at Mar. 31, 2021 | 86,707,286 | |||
Balance at Dec. 31, 2020 | 14,514 | 244,850 | (230,336) | |
Beginning balance, shares at Dec. 31, 2020 | 77,573,680 | |||
Net loss | (2,566) | |||
Balance at Sep. 30, 2021 | 32,637 | 265,539 | (232,902) | |
Ending balance, shares at Sep. 30, 2021 | 86,796,175 | |||
Balance at Mar. 31, 2021 | 33,366 | 263,731 | (230,365) | |
Beginning balance, shares at Mar. 31, 2021 | 86,707,286 | |||
Stock-based compensation | 465 | 465 | ||
Gain on debt extinguishment | 786 | 786 | ||
Net loss | (733) | (733) | ||
Balance at Jun. 30, 2021 | 33,884 | 264,982 | (231,098) | |
Ending balance, shares at Jun. 30, 2021 | 86,707,286 | |||
Withholding of common stock upon vesting of restricted stock units | (23) | (23) | ||
Withholding of common stock upon vesting of restricted stock units, shares | (15,967) | |||
Common stock issued on vesting of restricted stock units | ||||
Common stock issued on vesting of restricted stock units, shares | 104,856 | |||
Stock-based compensation | 580 | 580 | ||
Net loss | (1,804) | (1,804) | ||
Balance at Sep. 30, 2021 | $ 32,637 | $ 265,539 | $ (232,902) | |
Ending balance, shares at Sep. 30, 2021 | 86,796,175 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Equity (Unaudited) (Parenthetical) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Statement of Cash Flows [Abstract] | |
Payments of Stock Issuance Costs | $ 1,926 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Operating activities: | ||
Net loss | $ (2,566) | $ (6,317) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 1,041 | 1,658 |
Gain on disposal of fixed assets | (164) | (307) |
Non-cash interest | 38 | 5,245 |
Non-cash rent | 8 | 12 |
Stock-based compensation | 1,501 | 726 |
Provision for (recoveries) reserve on accounts receivable | (25) | 296 |
Provision for excess and obsolete inventory | 572 | 429 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 584 | 2,463 |
Inventories | 1,128 | (4,999) |
Prepaid and other assets | (126) | (890) |
Accounts payable | (592) | 626 |
Accrued liabilities | (1,383) | (589) |
Net cash provided by (used in) operating activities | 16 | (1,647) |
Investing activities: | ||
Purchases of property and equipment and intangible assets | (1,489) | (907) |
Proceeds from sale of fixed assets | 194 | 173 |
Net cash used in investing activities | (1,295) | (734) |
Financing activities: | ||
Payment of taxes from withholding of common stock on vesting of restricted stock units | (23) | |
Payments on financing leases | (42) | (115) |
Costs associated with refinancing | (136) | |
Payments on long-term debt | (411) | |
Borrowings on line of credit | 22,767 | |
Repayments of line of credit | (23,029) | |
Proceeds from private placement, net of cash issuance costs | 18,426 | |
Net cash provided by (used in) financing activities | 17,552 | (115) |
Net change in cash and cash equivalents | 16,273 | (2,496) |
Cash and cash equivalents at beginning of period | 2,341 | 5,237 |
Cash and cash equivalents at end of period | 18,614 | 2,741 |
Reconciliation of cash and restricted cash reported in the condensed consolidated balance sheets | ||
Cash and cash equivalents | 18,175 | 2,741 |
Restricted cash | 439 | |
Total cash and restricted cash reported in the condensed consolidated balance sheets | $ 18,614 | $ 2,741 |
Business Description, Basis of
Business Description, Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description, Basis of Presentation and Summary of Significant Accounting Policies | (1) Business Description, Basis of Presentation and Summary of Significant Accounting Policies Business Description and Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of Xtant Medical Holdings, Inc. (“Xtant”), a Delaware corporation, and its wholly owned subsidiaries, Xtant Medical, Inc. (“Xtant Medical”), a Delaware corporation, Bacterin International, Inc. (“Bacterin”), a Nevada corporation, and X-spine Systems, Inc. (“X-spine”), an Ohio corporation (Xtant, Xtant Medical, Bacterin, and X-spine are jointly referred to herein as the “Company” or sometimes “we,” “our,” or “us”). All intercompany balances and transactions have been eliminated in consolidation. Xtant is a global medical technology company focused on the design, development, and commercialization of a comprehensive portfolio of orthobiologics and spinal implant systems to facilitate spinal fusion in complex spine, deformity, and degenerative procedures. Since March 2020, the COVID-19 pandemic has caused business closures, severe travel restrictions and implementation of social distancing measures. At the onset of the COVID-19 pandemic and more recently as a result of the recent surge in cases and hospitalizations caused by the Delta variant, hospitals and other medical facilities have cancelled or deferred elective procedures, diverted resources to patients suffering from infections, and limited access for non-patients, including our direct and indirect sales representatives. Because of these circumstances, surgeons and their patients have, and may continue to, defer procedures in which our products otherwise would be used. In addition, many facilities that specialize in procedures in which our products are used have experienced staffing shortages, temporary closures, and/or reduced operating hours. These circumstances have negatively impacted, and may continue to negatively impact, the number of elective procedures being conducted and the ability of our employees, independent sales representatives and distributors to effectively market and sell our products. This is particularly true during the third quarter of 2021, and most acutely starting in August, when spine and other surgery procedure volumes were negatively impacted in many of our key markets, due to cancellations and/or postponements of procedures as a result of the increased hospitalizations, restrictions on elective procedures and staffing shortages, which negatively impacted our third quarter 2021 revenues and may continue to negatively impact our revenues. If our revenues continue to decline in future periods and do not recover to pre-COVID-19 pandemic levels, we may be required to incur impairment charges to our long-lived assets and goodwill and write-down excess inventory, which would likely adversely affect our future operating results. The accompanying condensed consolidated balance sheet as of December 31, 2020, which has been derived from audited financial statements, and the unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. They do not include all disclosures required by generally accepted accounting principles for annual consolidated financial statements, but in the opinion of management include all adjustments, consisting only of normal recurring items, necessary for a fair presentation. Interim results are not necessarily indicative of results that may be achieved in the future for the full year ending December 31, 2021. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto, which are included in Xtant’s Annual Report on Form 10-K for the year ended December 31, 2020. The accounting policies set forth in those annual consolidated financial statements are the same as the accounting policies utilized in the preparation of these condensed consolidated financial statements, except as modified for appropriate interim consolidated financial statement presentation. Reclassifications Certain prior year amounts have been reclassified to conform with current year presentation. Private Placement On February 24, 2021, we issued in a private placement (the “Private Placement”) to a single healthcare-focused institutional accredited investor (the “Investor”) 8,888,890 2.25 6,666,668 18.4 The Investor Warrant, described in more detail in Note 10, “Warrants”, 2.25 In connection with the Private Placement, we entered into a placement agent agreement with a placement agent (the “Placement Agent”) pursuant to which the Placement Agent served as our exclusive placement agent in connection with the Private Placement (the “Placement Agent Agreement”). Pursuant to the Placement Agent Agreement, we agreed to pay the Placement Agent a fee equal to a certain percentage of the aggregate gross proceeds from the Private Placement. In addition to the cash fee, we agreed to issue to the Placement Agent a warrant to purchase up to 5.0 444,444 Note 10, “Warrants”, 2.8125 five-year Use of Estimates The preparation of the condensed consolidated financial statements requires management of the Company to make a number of estimates and assumptions relating to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the period. Significant estimates include the carrying amount of property and equipment, goodwill and intangible assets and liabilities, valuation allowances for trade receivables, inventory and deferred income tax assets and liabilities, current and long-term lease obligations and corresponding right-of-use asset and estimates for the fair value of long-term debt, stock options and other equity awards upon which the Company determines stock-based compensation expense. Actual results could differ from those estimates. Restricted Cash Cash and cash equivalents classified as restricted cash on our condensed consolidated balance sheets are restricted as to withdrawal or use under the terms of certain credit agreements. The September 30, 2021 balance included lockbox deposits that are temporarily restricted due to timing at the period end. The lockbox deposits are applied against our line of credit the next business day. Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recovered. No Goodwill Goodwill represents the excess of costs over fair value of assets of businesses acquired. Goodwill and intangible assets acquired in a purchase business combination and determined to have indefinite useful lives are not amortized. Instead, they are tested for impairment at least annually, and whenever events or circumstances indicate, the carrying amount of the asset may not be recoverable. No Net Income (Loss) Per Share Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding. Shares issued during the period and shares reacquired during the period are weighted for the portion of the period that they were outstanding. Diluted net income (loss) per share is computed in a manner consistent with that of basic earnings per share while giving effect to all potentially dilutive shares of common stock outstanding during the period, which include the assumed exercise of stock options and warrants using the treasury stock method. Diluted net loss per share was the same as basic net loss per share for the three and nine months ended September 30, 2021 and 2020, as shares issuable upon the exercise of stock options and warrants were anti-dilutive as a result of the net losses incurred for those periods. Our diluted earnings per share is the same as basic earnings per share, as the effects of including 14,138,224 7,083,922 Fair Value of Financial Instruments The carrying values of financial instruments, including trade accounts receivable, accounts payable, accrued liabilities, and long-term debt, approximate their fair values based on terms and related interest rates as of September 30, 2021 and December 31, 2020. |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | (2) Revenue In the United States, we generate most of our revenue from independent commissioned sales agents. We consign our orthobiologics products to hospitals and consign or loan our spinal implant sets to the independent sales agents. The spinal implant sets typically contain the instruments, disposables, and spinal implants required to complete a surgery. Consigned sets are managed by the sales agent to service hospitals that are high volume users for multiple procedures. We ship replacement inventory to independent sales agents to replace the consigned inventory used in surgeries. Loaned sets are returned to the Company’s distribution center, replenished, and made available to sales agents for the next surgical procedure. For each surgical procedure, the sales agent reports use of the product by the hospital and, as soon as practicable thereafter, ensures that the hospital provides a purchase order to the Company. Upon receipt of the hospital purchase order, the Company invoices the hospital, and revenue is recognized in the proper period. Additionally, the Company sells product directly to domestic and international stocking resellers and private label resellers. Upon receipt and acceptance of a purchase order from a stocking reseller, the Company ships product and invoices the reseller. The Company recognizes revenue when control of the promised goods is transferred to the customer, in an amount that reflects the consideration the Company expects to collect in exchange for those goods or services. There is generally no customer acceptance or other condition that prevents the Company from recognizing revenue in accordance with the delivery terms for these sales transactions. The Company operates in one reportable segment with its net revenue derived primarily from the sale of orthobiologics and spinal implant products across North America, Europe, Asia Pacific, and Latin America. Sales are reported net of returns. The following table presents revenues from these product lines for the three and nine months ended September 30, 2021 and 2020 (in thousands): Summary of Revenues From Product Lines Three Months Ended Percentage Three Months Ended Percentage September 30, 2021 of Total Revenue September 30, 2020 of Total Revenue Orthobiologics $ 10,795 78 % $ 10,542 75 % Spinal implant 2,948 22 % 3,438 25 % Other revenue 34 0 % 36 0 % Total revenue $ 13,777 100 % $ 14,016 100 % Nine Months Ended Percentage Nine Months Ended Percentage September 30, 2021 of Total Revenue September 30, 2020 of Total Revenue Orthobiologics $ 31,264 76 % $ 28,613 73 % Spinal implant 9,929 24 % 10,594 27 % Other revenue 100 0 % 115 0 % Total revenue $ 41,293 100 % $ 39,322 100 % |
Receivables
Receivables | 9 Months Ended |
Sep. 30, 2021 | |
Credit Loss [Abstract] | |
Receivables | 3) Receivables The Company’s provision for current expected credit loss is determined based on historical collection experience adjusted for current economic conditions affecting collectability. Actual customer collections could differ from estimates. Account balances are charged to the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Provisions to the allowance for credit losses are charged to expense. Activity within the allowance for credit losses was as follows for the three months ended September 30, 2021 and 2020 (in thousands): Schedule of Allowance for Credit Losses September 30, 2021 September 30, 2020 Balance at January 1 $ 653 $ 547 Provision for current expected credit losses (63 ) 138 Write-offs charged against allowance (36 ) (17 ) Balance at March 31 554 668 Provision for current expected credit losses (81 ) 66 Write-offs charged against allowance (3 ) (6 ) Balance at June 30 470 728 Provision for current expected credit losses 118 92 Write-offs charged against allowance (12 ) (74 ) Balance at September 30 $ 576 $ 746 |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | (4) Inventories Inventories consist of the following (in thousands): Schedule of Inventories September 30, 2021 December 31, 2020 Raw materials $ 5,927 $ 3,757 Work in process 674 1,733 Finished goods 13,107 15,918 Total $ 19,708 $ 21,408 |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | (5) Property and Equipment, Net Property and equipment, net are as follows (in thousands): Schedule of Property and Equipment, Net September 30, 2021 December 31, 2020 Equipment $ 5,195 $ 4,950 Computer equipment 670 649 Computer software 490 570 Leasehold improvements 4,022 3,987 Surgical instruments 11,647 11,291 Total cost 22,024 21,447 Less: accumulated depreciation (17,053 ) (17,100 ) Property and equipment, net $ 4,971 $ 4,347 Depreciation expense related to property and equipment, including property under finance leases, for the three months ended September 30, 2021 and 2020 was $ 0.3 0.5 1 1.6 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | (6) Intangible Assets The following table sets forth information regarding intangible assets (in thousands): Schedule of Intangible Assets September 30, 2021 December 31, 2020 Patents $ 847 $ 847 Accumulated amortization (433 ) (390 ) Intangible assets, net $ 414 $ 457 |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | (7) Accrued Liabilities Accrued liabilities consist of the following (in thousands): Schedule of Accrued Liabilities September 30, 2021 December 31, 2020 Cash compensation/commissions payable $ 2,991 $ 4,057 Other accrued liabilities 1,088 1,405 Accrued liabilities $ 4,079 $ 5,462 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | (8) Debt The Company had a credit facility with OrbiMed Royalty Opportunities II, LP (“Royalty Opportunities”) (the “Prior Credit Agreement”), which was scheduled to mature on December 31, 2021, but was extinguished prior to maturity and replaced by the credit agreements with MidCap Financial Trust described below. On May 6, 2021, the Company, as guarantor, and its subsidiaries, as borrowers (collectively, the “Borrowers”), entered into a Credit, Security and Guaranty Agreement (Term Loan) (the “Term Credit Agreement”) and Credit, Security and Guaranty Agreement (Revolving Loan) (the “Revolving Credit Agreement,” and, together with the Term Credit Agreement, the “Credit Agreements”) with MidCap Financial Trust, in its capacity as agent (“MidCap”) . The Term Credit Agreement provides for a secured term loan facility (the “Term Facility”) in an aggregate principal amount of $ 12.0 5.0 8.0 The Facilities have a maturity date of May 1, 2026 0.8 15.6 The loans and other obligations pursuant to the Credit Agreements bear interest at a per annum rate equal to the sum of the LIBOR rate, as such term is defined in the Credit Agreements, plus the applicable margin of 7.00 4.50 1.00 8.83 In addition to paying interest on the outstanding loans under the Facilities, the Borrowers are also required to pay an unused line fee equal to 0.50% per annum in respect of unutilized commitments under the Revolving Facility, a fee for failure to maintain a minimum balance under the Revolving Facility, a collateral management fee under the Revolving Facility equal to 0.50% of the amount outstanding under the Revolving Facility, an origination fee equal to 0.50% of the Revolving Loan Commitment and 0.50% of the Term Loan Commitment, and if activated, of any additional term loan tranche, and certain other customary fees related to the Agent’s administration of the Facilities The Credit Agreements contain affirmative and negative covenants customarily applicable to senior secured credit facilities, including covenants that, among other things, limit or restrict the ability of the Borrowers, subject to negotiated exceptions, to incur additional indebtedness and additional liens on their assets, engage in mergers or acquisitions or dispose of assets, pay dividends or make other distributions, voluntarily prepay other indebtedness, enter into transactions with affiliated persons, make investments, and change the nature of their businesses. In addition, the Credit Agreements require the Borrowers and the Company to maintain net product revenue at or above minimum levels and to maintain a minimum adjusted EBITDA and a minimum liquidity, in each case at levels specified in the Credit Agreements. As of September 30, 2021, we were in compliance with all covenants under the Credit Agreements. Long-term debt consists of the following (in thousands): Schedule of Long-term Debt September 30, 2021 December 31, 2020 Amounts due under the Term Facility $ 12,000 $ — Amounts due under the Second Amended and Restated Credit Agreement — 15,556 Premium related to Second Amendment — 1,241 Less: unamortized debt issuance costs (322 ) — Less: current maturities — (16,797 ) Long-term debt $ 11,678 $ — |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | (9) Stock-Based Compensation Stock option activity, including options granted under the Xtant Medical Holdings, Inc. 2018 Equity Incentive Plan, as amended (the “2018 Plan”), and the Amended and Restated Xtant Medical Equity Incentive Plan and options granted to new hires to purchase shares of our common stock outside of any stockholder-approved plan, was as follows for the nine months ended September 30, 2021 and 2020: Schedule of Share-based Compensation, Stock Options, Activity 2021 2020 Shares Weighted Average Exercise Price Per Share Weighted Average Fair Value at Grant Date Per Share Shares Weighted Average Exercise Price Per Share Weighted Average Fair Value at Grant Date Per Share Outstanding at January 1 2,190,892 $ 2.25 $ 1.65 602,966 $ 6.07 $ 3.99 Granted 1,012,083 $ 1.27 $ 1.07 239,884 $ 1.13 $ 0.90 Cancelled or expired (269 ) $ 314.19 $ 153.41 (120,738 ) $ 6.42 $ 4.05 Outstanding at September 30 3,202,706 $ 1.92 $ 1.45 722,112 $ 4.37 $ 2.96 Exercisable at September 30 210,028 $ 9.02 $ 5.69 49,979 $ 33.70 $ 19.67 Restricted stock unit activity for awards granted under the 2018 Plan was as follows for the nine months ended September 30, 2021 and 2020: Schedule of Restricted Stock Activity 2021 2020 Shares Weighted Average Value at Date Per Share Shares Weighted Average Value at Date Per Outstanding at January 1 2,503,698 $ 1.54 499,914 $ 2.93 Granted 1,249,002 $ 1.27 679,803 $ 1.36 Vested (349,572 ) $ 1.92 (79,069 ) $ 2.37 Outstanding at September 30 3,403,128 $ 1.40 1,100,648 $ 2.00 |
Warrants
Warrants | 9 Months Ended |
Sep. 30, 2021 | |
Warrants | |
Warrants | (10) Warrants As noted in Note 1, “ Business Description, Basis of Presentation and Summary of Significant Accounting Policies While the Investor Warrants are classified as a component of equity, we were required to allocate the proceeds of the Private Placement between the shares of common stock and Investor Warrants issued based on their relative fair values. We utilized a lattice valuation model to determine the fair value of the Investor Warrants. The fair value of the Placement Agent Warrants issued in connection with the Private Placement was determined using a Black Scholes model. Significant assumptions in both models included contractual term ( 5 61 Our warrant activity during the nine months ended September 30, 2021 was as follows: Schedule of Warrant Activity Common Stock Warrants Weighted Average Exercise Price Outstanding at January 1, 2021 421,278 $ 10.80 Issued 7,111,112 2.29 Outstanding at September 30, 2021 7,532,390 $ 2.76 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (11) Commitments and Contingencies Operating Leases We lease three office facilities as of September 30, 2021 in Belgrade, Montana under non-cancelable operating lease agreements with expiration dates between 2023 and 2025. We have the option to extend certain leases to five or ten-year term(s), and we have the right of first refusal on any sale. 3.2 Present Value of Long-term Leases Schedule of Lease Liability (in thousands): September 30, 2021 Right-of-use assets, net $ 1,369 Current portion of lease liability $ 451 Lease liability, less current portion 961 Total lease liability $ 1,412 Future minimum payments for the next five years and thereafter as of September 30, 2021 under these long-term operating leases are as follows (in thousands): Schedule of Future Minimum Rental Payments for Operating Leases 2021 Remainder of 2021 $ 127 2022 521 2023 489 2024 224 2025 179 Total future minimum lease payments 1,540 Less amount representing interest (128 ) Present value of obligations under operating leases 1,412 Less current portion (451 ) Long-term operating lease obligations $ 961 Rent expense was $ 0.1 0.4 Litigation In November 2020, we received a letter from a third party’s legal counsel alleging that some of our hardware products allegedly infringe an expired patent and offering to discuss settlement terms. Without admitting any liability, in July 2021, we entered into a confidential settlement agreement and release that included, among other things, a full release of all asserted patent claims from the third party and otherwise settled the dispute in exchange for a one-time lump sum payment of $ 550,000 In addition, we are subject to potential liabilities under government regulations and various claims and legal actions that are pending or may be asserted from time to time. These matters arise in the ordinary course and conduct of our business and may include, for example, commercial, product liability, intellectual property, and employment matters. We intend to continue to defend the Company vigorously in such matters and, when warranted, take legal action against others. Furthermore, we regularly assess contingencies to determine the degree of probability and range of possible loss for potential accrual in our financial statements. An estimated loss contingency is accrued in our financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. We do not accrue amounts for liabilities that we do not believe are probable or that we consider immaterial to our overall financial position. Litigation is inherently unpredictable, and unfavorable resolutions could occur. As a result, assessing contingencies is highly subjective and requires judgment about future events. The amount of ultimate loss may exceed the Company’s current accruals, and it is possible that its cash flows or results of operations could be materially affected in any particular period by the unfavorable resolution of one or more of these contingencies. Indemnifications Our indemnification arrangements generally include limited warranties and certain provisions for indemnifying customers against liabilities if our products or services infringe a third-party’s intellectual property rights. To date, we have not incurred any material costs as a result of such warranties or indemnification provisions and have not accrued any liabilities related to such obligations in the accompanying condensed consolidated financial statements. We have also agreed to indemnify our directors and executive officers for costs associated with any fees, expenses, judgments, fines, and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by us, arising out of that person’s services as our director or officer or that person’s services provided to any other company or enterprise at our request. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (12) Income Taxes In evaluating the realizability of the net deferred tax assets, we take into account a number of factors, primarily relating to the ability to generate taxable income. Where it is determined that it is likely that we will be unable to realize deferred tax assets, a valuation allowance is established against the applicable portion of the deferred tax asset. Because it cannot be accurately determined when or if we will become profitable, a valuation allowance was provided against the entire deferred income tax asset balance. The Company did not recognize any interest or penalties related to income taxes for the three and nine months ended September 30, 2021 and 2020. |
Supplemental Disclosure of Cash
Supplemental Disclosure of Cash Flow Information | 9 Months Ended |
Sep. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Disclosure of Cash Flow Information | (13) Supplemental Disclosure of Cash Flow Information Supplemental cash flow information is as follows (in thousands): Schedule of Supplemental Cash Flow Information 2021 2020 Nine Months Ended September 30, 2021 2020 Supplemental disclosure of cash flow information Cash paid during the period for: Interest $ 485 $ 13 Non-cash activities: Gain on extinguishment of Second A&R Credit Agreement $ 786 $ — Extinguishment of Second A&R Credit Agreement financed by line of credit $ 3,755 $ — Prepaid debt issuance costs $ 75 $ — Fixed assets acquired under finance lease $ 163 $ — Warrants issued in connection with the Private Placement to placement agents $ 351 $ — ASU 2016-13 cumulative effect adjustment $ — $ 47 Recognition or warrants issued in connect with debt modification $ — $ 1,862 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | (14) Related Party Transactions Royalty Opportunities, which owns approximately 20 % of the Company’s outstanding common stock, was the sole holder of our outstanding long-term debt and a party to the Second Amended and Restated Credit Agreement, which was terminated in connection with our debt refinancing described under Note 8, “ Debt In addition, as described in more detail under Note 1, “ Business Description and Summary of Significant Accounting Policies 84 % of the Company’s common stock. All related party transactions are reviewed and approved by the Audit Committee or the disinterested members of the full board of directors. |
Segment and Geographic Informat
Segment and Geographic Information | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | (15) Segment and Geographic Information The Company’s management reviews financial results and manages the business on an aggregate basis. Therefore, financial results are reported in a single operating segment: the development, manufacture, and marketing of orthopedic medical products and devices. The Company attributes revenues to geographic areas based on the location of the customer. Approximately 99 98 99 98 Schedule of Revenues by Geographic Region Three Months Ended 2021 2020 United States $ 13,629 $ 13,773 Rest of world 148 243 Total revenue $ 13,777 $ 14,016 Nine Months Ended 2021 2020 United States $ 40,813 $ 38,340 Rest of world 480 982 Total revenue $ 41,293 $ 39,322 |
Business Description, Basis o_2
Business Description, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description and Basis of Presentation | Business Description and Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of Xtant Medical Holdings, Inc. (“Xtant”), a Delaware corporation, and its wholly owned subsidiaries, Xtant Medical, Inc. (“Xtant Medical”), a Delaware corporation, Bacterin International, Inc. (“Bacterin”), a Nevada corporation, and X-spine Systems, Inc. (“X-spine”), an Ohio corporation (Xtant, Xtant Medical, Bacterin, and X-spine are jointly referred to herein as the “Company” or sometimes “we,” “our,” or “us”). All intercompany balances and transactions have been eliminated in consolidation. Xtant is a global medical technology company focused on the design, development, and commercialization of a comprehensive portfolio of orthobiologics and spinal implant systems to facilitate spinal fusion in complex spine, deformity, and degenerative procedures. Since March 2020, the COVID-19 pandemic has caused business closures, severe travel restrictions and implementation of social distancing measures. At the onset of the COVID-19 pandemic and more recently as a result of the recent surge in cases and hospitalizations caused by the Delta variant, hospitals and other medical facilities have cancelled or deferred elective procedures, diverted resources to patients suffering from infections, and limited access for non-patients, including our direct and indirect sales representatives. Because of these circumstances, surgeons and their patients have, and may continue to, defer procedures in which our products otherwise would be used. In addition, many facilities that specialize in procedures in which our products are used have experienced staffing shortages, temporary closures, and/or reduced operating hours. These circumstances have negatively impacted, and may continue to negatively impact, the number of elective procedures being conducted and the ability of our employees, independent sales representatives and distributors to effectively market and sell our products. This is particularly true during the third quarter of 2021, and most acutely starting in August, when spine and other surgery procedure volumes were negatively impacted in many of our key markets, due to cancellations and/or postponements of procedures as a result of the increased hospitalizations, restrictions on elective procedures and staffing shortages, which negatively impacted our third quarter 2021 revenues and may continue to negatively impact our revenues. If our revenues continue to decline in future periods and do not recover to pre-COVID-19 pandemic levels, we may be required to incur impairment charges to our long-lived assets and goodwill and write-down excess inventory, which would likely adversely affect our future operating results. The accompanying condensed consolidated balance sheet as of December 31, 2020, which has been derived from audited financial statements, and the unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. They do not include all disclosures required by generally accepted accounting principles for annual consolidated financial statements, but in the opinion of management include all adjustments, consisting only of normal recurring items, necessary for a fair presentation. Interim results are not necessarily indicative of results that may be achieved in the future for the full year ending December 31, 2021. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto, which are included in Xtant’s Annual Report on Form 10-K for the year ended December 31, 2020. The accounting policies set forth in those annual consolidated financial statements are the same as the accounting policies utilized in the preparation of these condensed consolidated financial statements, except as modified for appropriate interim consolidated financial statement presentation. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform with current year presentation. |
Private Placement | Private Placement On February 24, 2021, we issued in a private placement (the “Private Placement”) to a single healthcare-focused institutional accredited investor (the “Investor”) 8,888,890 2.25 6,666,668 18.4 The Investor Warrant, described in more detail in Note 10, “Warrants”, 2.25 In connection with the Private Placement, we entered into a placement agent agreement with a placement agent (the “Placement Agent”) pursuant to which the Placement Agent served as our exclusive placement agent in connection with the Private Placement (the “Placement Agent Agreement”). Pursuant to the Placement Agent Agreement, we agreed to pay the Placement Agent a fee equal to a certain percentage of the aggregate gross proceeds from the Private Placement. In addition to the cash fee, we agreed to issue to the Placement Agent a warrant to purchase up to 5.0 444,444 Note 10, “Warrants”, 2.8125 five-year |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements requires management of the Company to make a number of estimates and assumptions relating to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the period. Significant estimates include the carrying amount of property and equipment, goodwill and intangible assets and liabilities, valuation allowances for trade receivables, inventory and deferred income tax assets and liabilities, current and long-term lease obligations and corresponding right-of-use asset and estimates for the fair value of long-term debt, stock options and other equity awards upon which the Company determines stock-based compensation expense. Actual results could differ from those estimates. |
Restricted Cash | Restricted Cash Cash and cash equivalents classified as restricted cash on our condensed consolidated balance sheets are restricted as to withdrawal or use under the terms of certain credit agreements. The September 30, 2021 balance included lockbox deposits that are temporarily restricted due to timing at the period end. The lockbox deposits are applied against our line of credit the next business day. |
Long-Lived Assets | Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recovered. No |
Goodwill | Goodwill Goodwill represents the excess of costs over fair value of assets of businesses acquired. Goodwill and intangible assets acquired in a purchase business combination and determined to have indefinite useful lives are not amortized. Instead, they are tested for impairment at least annually, and whenever events or circumstances indicate, the carrying amount of the asset may not be recoverable. No |
Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding. Shares issued during the period and shares reacquired during the period are weighted for the portion of the period that they were outstanding. Diluted net income (loss) per share is computed in a manner consistent with that of basic earnings per share while giving effect to all potentially dilutive shares of common stock outstanding during the period, which include the assumed exercise of stock options and warrants using the treasury stock method. Diluted net loss per share was the same as basic net loss per share for the three and nine months ended September 30, 2021 and 2020, as shares issuable upon the exercise of stock options and warrants were anti-dilutive as a result of the net losses incurred for those periods. Our diluted earnings per share is the same as basic earnings per share, as the effects of including 14,138,224 7,083,922 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying values of financial instruments, including trade accounts receivable, accounts payable, accrued liabilities, and long-term debt, approximate their fair values based on terms and related interest rates as of September 30, 2021 and December 31, 2020. |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Revenues From Product Lines | Summary of Revenues From Product Lines Three Months Ended Percentage Three Months Ended Percentage September 30, 2021 of Total Revenue September 30, 2020 of Total Revenue Orthobiologics $ 10,795 78 % $ 10,542 75 % Spinal implant 2,948 22 % 3,438 25 % Other revenue 34 0 % 36 0 % Total revenue $ 13,777 100 % $ 14,016 100 % Nine Months Ended Percentage Nine Months Ended Percentage September 30, 2021 of Total Revenue September 30, 2020 of Total Revenue Orthobiologics $ 31,264 76 % $ 28,613 73 % Spinal implant 9,929 24 % 10,594 27 % Other revenue 100 0 % 115 0 % Total revenue $ 41,293 100 % $ 39,322 100 % |
Receivables (Tables)
Receivables (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Credit Loss [Abstract] | |
Schedule of Allowance for Credit Losses | Schedule of Allowance for Credit Losses September 30, 2021 September 30, 2020 Balance at January 1 $ 653 $ 547 Provision for current expected credit losses (63 ) 138 Write-offs charged against allowance (36 ) (17 ) Balance at March 31 554 668 Provision for current expected credit losses (81 ) 66 Write-offs charged against allowance (3 ) (6 ) Balance at June 30 470 728 Provision for current expected credit losses 118 92 Write-offs charged against allowance (12 ) (74 ) Balance at September 30 $ 576 $ 746 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following (in thousands): Schedule of Inventories September 30, 2021 December 31, 2020 Raw materials $ 5,927 $ 3,757 Work in process 674 1,733 Finished goods 13,107 15,918 Total $ 19,708 $ 21,408 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net are as follows (in thousands): Schedule of Property and Equipment, Net September 30, 2021 December 31, 2020 Equipment $ 5,195 $ 4,950 Computer equipment 670 649 Computer software 490 570 Leasehold improvements 4,022 3,987 Surgical instruments 11,647 11,291 Total cost 22,024 21,447 Less: accumulated depreciation (17,053 ) (17,100 ) Property and equipment, net $ 4,971 $ 4,347 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | The following table sets forth information regarding intangible assets (in thousands): Schedule of Intangible Assets September 30, 2021 December 31, 2020 Patents $ 847 $ 847 Accumulated amortization (433 ) (390 ) Intangible assets, net $ 414 $ 457 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following (in thousands): Schedule of Accrued Liabilities September 30, 2021 December 31, 2020 Cash compensation/commissions payable $ 2,991 $ 4,057 Other accrued liabilities 1,088 1,405 Accrued liabilities $ 4,079 $ 5,462 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following (in thousands): Schedule of Long-term Debt September 30, 2021 December 31, 2020 Amounts due under the Term Facility $ 12,000 $ — Amounts due under the Second Amended and Restated Credit Agreement — 15,556 Premium related to Second Amendment — 1,241 Less: unamortized debt issuance costs (322 ) — Less: current maturities — (16,797 ) Long-term debt $ 11,678 $ — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | Stock option activity, including options granted under the Xtant Medical Holdings, Inc. 2018 Equity Incentive Plan, as amended (the “2018 Plan”), and the Amended and Restated Xtant Medical Equity Incentive Plan and options granted to new hires to purchase shares of our common stock outside of any stockholder-approved plan, was as follows for the nine months ended September 30, 2021 and 2020: Schedule of Share-based Compensation, Stock Options, Activity 2021 2020 Shares Weighted Average Exercise Price Per Share Weighted Average Fair Value at Grant Date Per Share Shares Weighted Average Exercise Price Per Share Weighted Average Fair Value at Grant Date Per Share Outstanding at January 1 2,190,892 $ 2.25 $ 1.65 602,966 $ 6.07 $ 3.99 Granted 1,012,083 $ 1.27 $ 1.07 239,884 $ 1.13 $ 0.90 Cancelled or expired (269 ) $ 314.19 $ 153.41 (120,738 ) $ 6.42 $ 4.05 Outstanding at September 30 3,202,706 $ 1.92 $ 1.45 722,112 $ 4.37 $ 2.96 Exercisable at September 30 210,028 $ 9.02 $ 5.69 49,979 $ 33.70 $ 19.67 |
Schedule of Restricted Stock Activity | Restricted stock unit activity for awards granted under the 2018 Plan was as follows for the nine months ended September 30, 2021 and 2020: Schedule of Restricted Stock Activity 2021 2020 Shares Weighted Average Value at Date Per Share Shares Weighted Average Value at Date Per Outstanding at January 1 2,503,698 $ 1.54 499,914 $ 2.93 Granted 1,249,002 $ 1.27 679,803 $ 1.36 Vested (349,572 ) $ 1.92 (79,069 ) $ 2.37 Outstanding at September 30 3,403,128 $ 1.40 1,100,648 $ 2.00 |
Warrants (Tables)
Warrants (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Warrants | |
Schedule of Warrant Activity | Our warrant activity during the nine months ended September 30, 2021 was as follows: Schedule of Warrant Activity Common Stock Warrants Weighted Average Exercise Price Outstanding at January 1, 2021 421,278 $ 10.80 Issued 7,111,112 2.29 Outstanding at September 30, 2021 7,532,390 $ 2.76 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Lease Liability | Present Value of Long-term Leases Schedule of Lease Liability (in thousands): September 30, 2021 Right-of-use assets, net $ 1,369 Current portion of lease liability $ 451 Lease liability, less current portion 961 Total lease liability $ 1,412 |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum payments for the next five years and thereafter as of September 30, 2021 under these long-term operating leases are as follows (in thousands): Schedule of Future Minimum Rental Payments for Operating Leases 2021 Remainder of 2021 $ 127 2022 521 2023 489 2024 224 2025 179 Total future minimum lease payments 1,540 Less amount representing interest (128 ) Present value of obligations under operating leases 1,412 Less current portion (451 ) Long-term operating lease obligations $ 961 |
Supplemental Disclosure of Ca_2
Supplemental Disclosure of Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information | Supplemental cash flow information is as follows (in thousands): Schedule of Supplemental Cash Flow Information 2021 2020 Nine Months Ended September 30, 2021 2020 Supplemental disclosure of cash flow information Cash paid during the period for: Interest $ 485 $ 13 Non-cash activities: Gain on extinguishment of Second A&R Credit Agreement $ 786 $ — Extinguishment of Second A&R Credit Agreement financed by line of credit $ 3,755 $ — Prepaid debt issuance costs $ 75 $ — Fixed assets acquired under finance lease $ 163 $ — Warrants issued in connection with the Private Placement to placement agents $ 351 $ — ASU 2016-13 cumulative effect adjustment $ — $ 47 Recognition or warrants issued in connect with debt modification $ — $ 1,862 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Revenues by Geographic Region | Schedule of Revenues by Geographic Region Three Months Ended 2021 2020 United States $ 13,629 $ 13,773 Rest of world 148 243 Total revenue $ 13,777 $ 14,016 Nine Months Ended 2021 2020 United States $ 40,813 $ 38,340 Rest of world 480 982 Total revenue $ 41,293 $ 39,322 |
Business Description, Basis o_3
Business Description, Basis of Presentation and Summary of Significant Accounting Policies (Details Narrative) - USD ($) | Feb. 24, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Proceeds from private placement | $ 18,426,000 | |||
Impairments of long-lived assets | $ 0 | 0 | ||
Impairments of goodwill | $ 0 | $ 0 | ||
Antidilutive securities excluded from computation of earnings per share, amount | 14,138,224 | 7,083,922 | ||
Investor [Member] | Private Placement [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Stock issued during period, shares, new issues | 8,888,890 | |||
Stock issued price per share | $ 2.25 | |||
Proceeds from private placement | $ 18,400,000 | |||
Investor [Member] | Private Placement [Member] | Placement Agent Agreement [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Stock issued during period, shares, new issues | 444,444 | |||
Warrants exercise price percentage | 5.00% | |||
Investor [Member] | Private Placement Warrant [Member] | Placement Agent Agreement [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Warrant exercise price | $ 2.8125 | |||
Warrant term | 5 years | |||
Investor Warrant [Member] | Private Placement [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Warrants to purchase common stock | 6,666,668 | |||
Warrant exercise price | $ 2.25 |
Summary of Revenues From Produc
Summary of Revenues From Product Lines (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 13,777 | $ 14,016 | $ 41,293 | $ 39,322 |
Percentage of total revenue | 100.00% | 100.00% | 100.00% | 100.00% |
Orthobiologics [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 10,795 | $ 10,542 | $ 31,264 | $ 28,613 |
Percentage of total revenue | 78.00% | 75.00% | 76.00% | 73.00% |
Spinal Implant [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 2,948 | $ 3,438 | $ 9,929 | $ 10,594 |
Percentage of total revenue | 22.00% | 25.00% | 24.00% | 27.00% |
Other Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 34 | $ 36 | $ 100 | $ 115 |
Percentage of total revenue | 0.00% | 0.00% | 0.00% | 0.00% |
Schedule of Allowance for Credi
Schedule of Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Credit Loss [Abstract] | ||||||||
Beginning balance | $ 470 | $ 554 | $ 653 | $ 728 | $ 668 | $ 547 | $ 653 | $ 547 |
Provision for expected credit losses | 118 | (81) | (63) | 92 | 66 | 138 | (25) | 296 |
Write-offs charged against allowance | (12) | (3) | (36) | (74) | (6) | (17) | ||
Ending balance | $ 576 | $ 470 | $ 554 | $ 746 | $ 728 | $ 668 | $ 576 | $ 746 |
Schedule of Inventories (Detail
Schedule of Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 5,927 | $ 3,757 |
Work in process | 674 | 1,733 |
Finished goods | 13,107 | 15,918 |
Total | $ 19,708 | $ 21,408 |
Schedule of Property and Equipm
Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total cost | $ 22,024 | $ 21,447 |
Less: accumulated depreciation | (17,053) | (17,100) |
Property and equipment, net | 4,971 | 4,347 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 5,195 | 4,950 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 670 | 649 |
Computer Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 490 | 570 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 4,022 | 3,987 |
Surgical Instruments [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | $ 11,647 | $ 11,291 |
Property and Equipment, Net (De
Property and Equipment, Net (Details Narrative) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 0.3 | $ 0.5 | $ 1 | $ 1.6 |
Schedule of Intangible Assets (
Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Patents | $ 847 | $ 847 |
Accumulated amortization | (433) | (390) |
Intangible assets, net | $ 414 | $ 457 |
Schedule of Accrued Liabilities
Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Cash compensation/commissions payable | $ 2,991 | $ 4,057 |
Other accrued liabilities | 1,088 | 1,405 |
Accrued liabilities | $ 4,079 | $ 5,462 |
Schedule of Long-term Debt (Det
Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Amounts due under the Term Facility | $ 12,000 | |
Amounts due under the Second Amended and Restated Credit Agreement | 15,556 | |
Premium related to Second Amendment | 1,241 | |
Less: unamortized debt issuance costs | (322) | |
Less: current maturities | (16,797) | |
Long-term debt | $ 11,678 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) $ in Thousands | May 06, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Debt Instrument [Line Items] | |||
Line of credit facility, maturity date | May 1, 2026 | ||
Gain on extinguishment | $ 786 | ||
Line of credit, interest rate | 7.00% | ||
Term Loan Commitment [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 12,000 | ||
Line of credit, interest rate | 4.50% | ||
Term Loan Commitment [Member] | Agent and Lenders [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 5,000 | ||
Revolving Loan Commitment [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 8,000 | ||
Revolving Loan Commitment [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit, interest rate | 1.00% | ||
Second A&R Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Gain on extinguishment | $ 800 | ||
Reacquisition price | $ 15,600 | ||
Credit Agreements [Member] | |||
Debt Instrument [Line Items] | |||
Effective tax rate | 8.83% | ||
Line of credit, description | In addition to paying interest on the outstanding loans under the Facilities, the Borrowers are also required to pay an unused line fee equal to 0.50% per annum in respect of unutilized commitments under the Revolving Facility, a fee for failure to maintain a minimum balance under the Revolving Facility, a collateral management fee under the Revolving Facility equal to 0.50% of the amount outstanding under the Revolving Facility, an origination fee equal to 0.50% of the Revolving Loan Commitment and 0.50% of the Term Loan Commitment, and if activated, of any additional term loan tranche, and certain other customary fees related to the Agent’s administration of the Facilities |
Schedule of Share-based Compens
Schedule of Share-based Compensation, Stock Options, Activity (Details) - Equity Option [Member] - 2018 Equity Incentive Plan [Member] - $ / shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares, Outstanding, Beginning Balance | 2,190,892 | 602,966 |
Weighted Average Exercise Price, Outstanding Beginning Balance | $ 2.25 | $ 6.07 |
Weighted Average Fair Value at Grant Date, Outstanding Beginning Balance | $ 1.65 | $ 3.99 |
Shares, Granted | 1,012,083 | 239,884 |
Weighted Average Exercise Price, Granted | $ 1.27 | $ 1.13 |
Weighted Average Fair Value at Grant Date, Granted | $ 1.07 | $ 0.90 |
Shares, Cancelled or expired | (269) | (120,738) |
Weighted Average Exercise Price, Cancelled or expired | $ 314.19 | $ 6.42 |
Weighted Average Fair Value at Grant Date, Cancelled or expired | $ 153.41 | $ 4.05 |
Shares, Outstanding, Ending Balance | 3,202,706 | 722,112 |
Weighted Average Exercise Price, Outstanding Ending Balance | $ 1.92 | $ 4.37 |
Weighted Average Fair Value at Grant Date, Outstanding Ending Balance | $ 1.45 | $ 2.96 |
Shares, Exercisable, Ending Balance | 210,028 | 49,979 |
Weighted Average Exercise Price, Exercisable Ending Balance | $ 9.02 | $ 33.70 |
Weighted Average Fair Value at Grant Date, Exercisable, Ending Balance | $ 5.69 | $ 19.67 |
Schedule of Restricted Stock Ac
Schedule of Restricted Stock Activity (Details) - Restricted Stock Units (RSUs) [Member] - 2018 Equity Incentive Plan [Member] - $ / shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares Outstanding, Beginning Balance | 2,503,698 | 499,914 |
Weighted Average Fair Value at Grant Date, Outstanding Beginning Balance | $ 1.54 | $ 2.93 |
Shares Granted | 1,249,002 | 679,803 |
Weighted Average Fair Value at Grant Date, Granted | $ 1.27 | $ 1.36 |
Shares Vested | (349,572) | (79,069) |
Weighted Average Fair Value at Grant Date, Vested | $ 1.92 | $ 2.37 |
Shares Outstanding, Ending Balance | 3,403,128 | 1,100,648 |
Weighted Average Fair Value at Grant Date, Outstanding Ending Balance | $ 1.40 | $ 2 |
Schedule of Warrant Activity (D
Schedule of Warrant Activity (Details) shares in Thousands | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Warrants | |
Common Stock Warrants Outstanding, Beginning Balance | shares | 421,278 |
Weighted Average Exercise Price Outstanding Beginning Balance | $ / shares | $ 10.80 |
Common Stock Warrants, Issued | shares | 7,111,112 |
Weighted Average Exercise Price, Issued | $ / shares | $ 2.29 |
Common Stock Warrants Outstanding, Ending Balance | shares | 7,532,390 |
Weighted Average Exercise Price Outstanding Ending Balance | $ / shares | $ 2.76 |
Warrants (Details Narrative)
Warrants (Details Narrative) | Sep. 30, 2021 |
Measurement Input, Expected Term [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants contractual term | 5 years |
Measurement Input, Price Volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 0.61 |
Schedule of Lease Liability (De
Schedule of Lease Liability (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Right-of-use assets, net | $ 1,369 | $ 1,690 |
Current portion of lease liability | 451 | 423 |
Lease liability, less current portion | 961 | $ 1,303 |
Total lease liability | $ 1,412 |
Schedule of Future Minimum Rent
Schedule of Future Minimum Rental Payments for Operating Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Remainder of 2021 | $ 127 | |
2022 | 521 | |
2023 | 489 | |
2024 | 224 | |
2025 | 179 | |
Total future minimum lease payments | 1,540 | |
Less amount representing interest | (128) | |
Present value of obligations under operating leases | 1,412 | |
Less current portion | (451) | $ (423) |
Long-term operating lease obligations | $ 961 | $ 1,303 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jul. 02, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Operating lease expiration description | operating lease agreements with expiration dates between 2023 and 2025. We have the option to extend certain leases to five or ten-year term(s), and we have the right of first refusal on any sale. | ||||
Weighted-average remaining lease term | 3 years 2 months 12 days | 3 years 2 months 12 days | |||
Rent expense | $ 100,000 | $ 100,000 | $ 400,000 | $ 400,000 | |
Settlement Agreement [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Reserve for one-time lump sum amount | $ 550,000 |
Schedule of Supplemental Cash F
Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | ||
Interest | $ 485 | $ 13 |
Gain on extinguishment of Second A&R Credit Agreement | 786 | |
Extinguishment of Second A&R Credit Agreement financed by line of credit | 3,755 | |
Prepaid debt issuance costs | 75 | |
Fixed assets acquired under finance lease | 163 | |
Warrants issued in connection with the Private Placement to placement agents | 351 | |
ASU 2016-13 cumulative effect adjustment | 47 | |
Recognition or warrants issued in connect with debt modification | $ 1,862 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | Sep. 30, 2021 |
OrbiMed Advisors LLC Member] | |
Related Party Transaction [Line Items] | |
Equity Method Investment, Ownership Percentage | 84.00% |
Soleholders [Member] | |
Related Party Transaction [Line Items] | |
Equity Method Investment, Ownership Percentage | 20.00% |
Schedule of Revenues by Geograp
Schedule of Revenues by Geographic Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 13,777 | $ 14,016 | $ 41,293 | $ 39,322 |
UNITED STATES | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | 13,629 | 13,773 | 40,813 | 38,340 |
Rest of World [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 148 | $ 243 | $ 480 | $ 982 |
Segment and Geographic Inform_3
Segment and Geographic Information (Details Narrative) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Geographic Concentration Risk [Member] | Revenue from Contract with Customer Benchmark [Member] | UNITED STATES | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration risk, percentage | 99.00% | 98.00% | 99.00% | 98.00% |