SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the Quarterly Period Ended MARCH 31, 1996
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the Transition Period From to .
Commission file number 0-26116
SPINE-TECH, INC.
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(Exact name of registrant as specified in its charter)
MINNESOTA 06-1258314
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7375 BUSH LAKE ROAD
MINNEAPOLIS, MINNESOTA 55439-2029
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(612) 832-5600
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(Registrant's Telephone Number, Including Area Code)
980 HENNEPIN AVENUE MINNEAPOLIS, MINNESOTA 55414-1314
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(Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. YES X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date. Common Stock, $.01 Par Value --
9,796,727 SHARES AS OF MAY 6, 1996.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
SPINE-TECH, INC.
CONDENSED BALANCE SHEETS
(unaudited)
DECEMBER 31,
MARCH 31, 1996 1995
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(Note)
ASSETS
Current assets:
Cash and cash equivalents $ 385,444 $ 1,171,034
Short-term investments 20,537,882 22,416,043
Accounts receivable 972,631 1,957,477
Inventories - Note B 3,022,933 1,821,560
Interest receivable 316,760 228,467
Prepaid expenses 10,684 57,726
-------------- --------------
Total current assets 25,246,334 27,652,307
Land and building 1,813,354 1,752,773
Furniture and fixtures 117,072 113,993
Equipment 463,621 387,640
Accumulated depreciation (267,599) (196,588)
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2,126,448 2,057,818
Investments 5,329,567 2,955,748
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Total assets $ 32,702,349 $ 32,665,873
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-------------- --------------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 331,207 232,270
Accrued clinical payments 293,265 329,905
Accrued royalties 179,766 198,913
Other accrued expenses 185,712 100,584
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Total current liabilities 989,950 861,672
Commitments and contingencies -- --
Shareholders' equity:
Common Stock, par value $.01 per share: authorized shares - 15,000,000. Issued
and outstanding shares: December 31, 1995 - 9,653,252; March 31, 1996 -
9,751,227 97,512 96,532
Additional paid-in capital 34,286,193 34,023,971
Accumulated deficit (2,671,306) (2,316,302)
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Total shareholders' equity 31,712,399 31,804,201
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Total liabilities and shareholders' equity $ 32,702,349 $ 32,665,873
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Note: The balance sheet at December 31, 1995 has been derived from the audited
financial statements at that date but does not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements.
See notes to condensed financial statements.
SPINE-TECH, INC.
CONDENSED STATEMENTS OF OPERATIONS
(unaudited)
THREE MONTHS ENDED
MARCH 31,
----------------------------
1996 1995
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Net sales $ 1,445,422 $ 1,559,723
Cost of goods sold 562,942 594,756
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Gross profit 882,480 964,967
Operating expenses:
Selling, general and administrative 1,218,886 687,115
Research and development 415,766 414,213
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Total operating expenses 1,634,652 1,101,328
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Operating loss (752,172) (136,361)
Interest income, net 397,168 37,645
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Net loss $ (355,004) $ (98,716)
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Net loss per share:
Primary $ (0.04) $ (0.04)
Fully diluted $ (0.04) $ (0.01)
Weighted average shares outstanding:
Primary 9,706,697 2,464,992
Fully diluted 9,706,697 6,600,220
See notes to condensed financial statements.
SPINE-TECH, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(unaudited)
THREE MONTHS ENDED
MARCH 31,
----------------------------
1996 1995
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OPERATING ACTIVITIES
Net loss $ (355,004) $ (98,716)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization 71,011 23,505
Common Stock and stock options issued for consulting services -- 51,500
Changes in operating assets and liabilities:
Accounts receivable 984,846 (630,912)
Inventories (1,201,373) (8,536)
Interest receivable (88,293) --
Prepaid expenses 47,042 (92,447)
Accounts payable and accrued expenses 128,278 322,197
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Cash used in operating activities (413,493) (433,409)
INVESTING ACTIVITIES
Purchase of property and equipment (139,641) (30,523)
(Purchases) maturities of investments (495,658) 735,806
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Cash (used in) provided by investing activities (635,299) 705,283
FINANCING ACTIVITIES
Proceeds from stock options exercised 263,202 9,000
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Cash provided by financing activities 263,202 9,000
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Increase (decrease) in cash and cash equivalents (785,590) 280,874
Cash and cash equivalents at beginning of period 1,171,034 419,008
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Cash and cash equivalents at end of period $ 385,444 $ 699,882
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See notes to condensed financial statements.
SPINE-TECH, INC.
Notes to Condensed Financial Statements (Unaudited)
March 31, 1996
Note A - Basis of Presentation
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Article 10 of Regulation
S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. Operating results for the three-month period ended March 31, 1996 are
not necessarily indicative of the results that may be expected for the year
ended December 31, 1996.
Note B - Inventories
The components of inventory consist of the following:
March 31, December 31,
1996 1995
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Raw material $ 40,772 $ 8,423
Work in process 586,690 213,202
Finished products 2,395,471 1,589,934
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$3,022,933 $1,821,559
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Note C - Investments
The amortized cost and estimated market value of investments are as follows:
Gross Gross Estimated
Amortized Unrealized Unrealized Market
Cost Gains Losses Value
----------- ---------- ---------- -----------
As of December 31, 1995:
U.S. government obligations $ 4,000,110 $ -- $ -- $ 3,999,961
Corporate debt securities 6,102,249 -- 22,163 6,080,086
Commercial paper 15,269,432 142,661 -- 15,412,093
----------- ---------- ---------- -----------
$25,371,791 $ 142,661 $ 22,163 $25,492,140
----------- ---------- ---------- -----------
----------- ---------- ---------- -----------
As of March 31, 1996:
U.S. government obligations $ 7,351,453 $ 8,018 $ 3,354 $ 7,356,117
Corporate debt securities 10,155,719 191 44,468 10,111,442
Commercial paper 8,360,277 66,450 -- 8,426,727
----------- ---------- ---------- -----------
$25,867,449 $ 74,659 $ 47,822 $25,894,286
----------- ---------- ---------- -----------
----------- ---------- ---------- -----------
The amortized cost and estimated fair market value of investments by contractual
maturity are shown below:
March 31, 1996 December 31, 1995
--------------------------------------------------------
Estimated Estimated
Amortized Market Amortized Market
Cost Value Cost Value
----------- ----------- ----------- -----------
Due in one year or less $20,537,882 $20,580,553 $22,416,043 $22,549,909
Due after one year 5,329,567 5,313,733 2,955,748 2,946,231
----------- ----------- ----------- -----------
$25,867,449 $25,894,286 $25,371,791 $25,492,140
----------- ----------- ----------- -----------
----------- ----------- ----------- -----------
Note D - Initial Public Offering
The Company completed the initial public offering ("IPO") of its Common Stock
in June 1995. The shares of Series A, B and C Preferred Stock were
automatically converted on a three-for-two basis to shares of Common Stock on
the closing date of June 27, 1995.
Note E - Net Loss Per Share
The net loss per share is computed using the weighted average number of shares
of common stock outstanding during the periods presented. The fully diluted net
loss per share assumes the conversion of preferred shares outstanding prior to
the IPO to common shares as of the beginning of the earliest period presented.
The net loss per share for periods presented prior to June 27, 1995, the closing
date of the IPO, also gives effect to the requirements of Staff Accounting
Bulletin No. 83 (SAB 83).
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
Since commencing full-time operations in July 1991, the Company has been
engaged in the design, development, manufacture and sale of spinal implants and
instruments for the surgical treatment of degenerative disc disease and other
spinal conditions. To date, the Company's revenues have been derived from sales
of the Company's products for clinical trials in the United States and
international sales in various countries. The clinical trial of the Company's
BAK/L-TM- device began in April 1992 under an Investigational Device Exemption
("IDE") in the United States. On October 20, 1995 the Company received
notification from the Food and Drug Administration ("FDA") that its amended
Premarket Approval ("PMA") application for the BAK/L Interbody Fusion System has
met the threshold determination that the PMA is sufficiently complete to permit
a substantive review and is, therefore, suitable for filing. Additionally, the
FDA indicated that the PMA has been granted expedited review because the lower
reoperation rate reported in the PMA for the BAK/L indicated a potential benefit
to public health. As previously announced, the Company has received
confirmation from the U.S. Food and Drug Administration that the Orthopaedic and
Rehabilitation Devices Advisory Panel is scheduled to review Spine-Tech's BAK
Lumbar Pre-Market Approval Application on May 23, 1996.
The Company has developed and is developing additional products which
address degenerative disc disease and other spinal conditions. In addition to
the BAK/L, the Company has developed the BAK/C-TM- which is used in the cervical
spine and the BAK/T-TM- which is used in the thoracic spine. Both of these
products are subject to extensive clinical trials under separate IDEs from the
FDA. The BAK/C clinical trial commenced during the first quarter of fiscal 1995.
The BAK/T clinical trial commenced during the third quarter of fiscal 1995. The
BAK/C has been introduced on a very limited basis into certain international
markets. As international approvals are received, both the BAK/C and the BAK/T
will be introduced into select international markets.
In May 1995, the Company introduced Cervi-Lok-Registered Trademark-, an
anterior cervical implantable plate and screw system for use in the cervical
spine, pursuant to a 510(k) clearance received from the FDA. The product had
been introduced on a limited basis in the United States during the second
quarter of fiscal 1995. National roll-out commenced during the third quarter of
fiscal 1995. International roll-out of Cervi-Lok began in the fourth quarter of
fiscal 1995.
In September 1993, the Company entered into an exclusive agreement with
Smith & Nephew-Richards, Inc. ("Smith & Nephew") for the distribution of the
BAK/L implant outside of the United States for a period of up to eight years
as long as quarterly minimum purchases were made by Smith & Nephew from the
Company. During the first quarter of 1996, Smith & Nephew informed the
Company that they would not make their required minimum payment under the
contract. Based upon provisions in the Agreement, the Company terminated
Smith & Nephew's exclusive distribution rights. Under terms of the Agreement,
Smith & Nephew retains non-exclusive rights to distribute the BAK/L outside
of the United States for a period of one year from notification of
termination of exclusive rights. Smith & Nephew accounted for 66% of net
sales for the first quarter ended March 31, 1995. With the termination of the
exclusive distribution Agreement, Smith & Nephew accounted for 16% of net
sales for the first quarter ended March 31, 1996. The Company is in the \
process of appointing independent international distributors on a country by
country basis to distribute the BAK/L product line. There can be no assurance
that the Company will be successful in finding and appointing independent
international distributors who will be able to successfully sell the BAK/L
product line.
RESULTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 1996 AND MARCH 31, 1995
Net sales decreased to $1.445 million for the three months ended March 31,
1996 from $1.560 million for the three months ended March 31, 1995. Net sales
for the period was primarily affected by a decrease in sales to Smith & Nephew
to $232,000, or 16% of net sales, as compared to $1.0 million, or 66% of net
sales for the comparable period in 1995. Domestic sales increased 90% to
$904,000 for the three months ended March 31, 1996 from $475,000 for the
comparable period in fiscal 1995. During the first half of fiscal 1995, the
Company was not able to sell BAK/L devices for clinical trials under certain
portions of its IDE because the Company had previously reached the maximum
patient enrollment allowed. On June 28, 1995, the Company received approval
from the FDA to expand patient enrollment in the U.S. clinical trial of the
BAK/L device. In addition to its sales of BAK/L devices and related BAK/L
instruments, during the three months ended March 31, 1996, the Company had both
domestic and international sales of its BAK/C, BAK/T and Cervi-Lok devices and
related instruments.
Gross profit decreased to $882,000 for the three months ended March 31,
1996 from $965,000 for the three months ended March 31, 1995. As a percentage
of net sales, gross profit was 61% for the three months ended March 31, 1996, as
compared to 62% in the comparable period in fiscal 1995 due to the change in the
mix of net sales towards a higher percentage of sales of the Company's
instruments which carry a lower margin than its implants.
Total operating expenses increased to $1.6 million for the three months
ended March 31, 1996, from $1.1 million for the three months ended March 31,
1995. Selling, general and administrative expenses increased to $1.2 million
for the three months ended March 31, 1996 from $687,000 for the three months
ended March 31, 1995, increasing as a percentage of net sales to 84%, compared
to 44% for the comparable period in 1995, primarily as a result of increased
sales and marketing expenses as the Company expands its capabilities to support
international activities and increasing domestic sales. Research and
development expenses increased slightly to $416,000 for the three months ended
March 31, 1996, from $414,000 for the three months ended March 31, 1995,
increasing as a percentage of net sales to 29%, compared to 27% for the
comparable period in 1995. Interest income totaled $397,000 for the three
months ended March 31, 1996, compared to $37,000 for the quarter ended March 31,
1995. The increase is due to additional cash available for investments
resulting from the Company's June 1995 initial public offering.
LIQUIDITY AND CAPITAL RESOURCES
In June 1995, the Company successfully completed its initial public
offering of 3,225,000 shares of newly issued Common Stock. After selling
expenses, the Company received proceeds of just over $26 million from the
offering. The Company expects to use these proceeds for working capital
requirements, funding of clinical trials, expansion of research and development
and sales and marketing activities, and, other general corporate purposes. In
November 1995, the Company used a portion of these proceeds to acquire and
relocate to a new facility. The Company expects to undertake a renovation of
the acquired facility during 1996 and will use a portion of the initial public
offering proceeds to finance such renovation. During the quarter ended March
31, 1996, the Company used approximately $1.7 million for operating activities
and for capital asset acquisitions. Of this amount, $1.2 million was used to
increase inventory, $140,000 to purchase equipment, and $366,000 to finance
operating activities and working capital needs. Approximately $900,000 was
provided by a net reduction in the level of receivables and $263,000 in proceeds
from the exercise of stock options.
Until funds are needed for the purposes described above, they have been
invested primarily in short term U.S. government obligations and corporate debt
securities. As of March 31, 1996, the Company had $20.5 million of these
investments with a maturity of one year or less and $5.3 million with a maturity
of more than one year. The Company believes that its currently available cash
and cash equivalents combined with additional cash flow from operations will be
adequate to finance ongoing operations.
The Company's future liquidity and capital requirements will depend on
numerous factors, including FDA regulatory actions and continued domestic and
international sales of its entire product line.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company is involved in litigation related to its license of certain
technology (the "Karlin Technology") from Dr. Gary Michelson and an
affiliated company, Karlin Technology, Inc. ("Karlin"), co-owners of the
Karlin Technology. The litigation principally relates to the interpretation
of Dr. Michelson's and Karlin's right to co-license the Karlin Technology to
a third party. In December 1993, Dr. Michelson and Karlin filed a complaint
against the Company and Smith & Nephew Group, an entity under common control
with Smith & Nephew, in United States District Court for the Central District
of California. In December 1994, the plaintiffs served the defendants with a
second amended complaint (the "Complaint"). The Complaint alleged various
causes of action, including tortious interference with prospective and
contractual business relationships, unfair competition and breach of
contract, and requested various types of relief, including money damages,
injunctive relief and declaratory judgment. In addition, in the event the
Company objected to the co-license of the Karlin Technology to a third party,
the Complaint requested rescission of the license agreement. Sofamor Danek
Inc. ("Danek"), a competitor of the Company, is the other co-licensee of the
Karlin Technology. The Company is not contesting the co-license of the
Karlin Technology to Danek. Each of the claims of the Complaint was the
subject of a dispositive motion resulting in an order by the Court granting
its dismissal. On February 12, 1996, the Court entered Judgment finding that
the Company is the prevailing party on all counts of the Complaint. The
plaintiffs have filed a notice of appeal of the judgment to the Ninth Circuit
Court of Appeals.
On June 19, 1995, the Company received a purported notice of termination of
the license agreement based on alleged inadequacy in the reporting of the
royalty payments due by the Company to Karlin under the license agreement.
Karlin has claimed that the Company has therefore breached the license
agreement. However, the Company contests that it has breached the agreement.
Under the terms of the agreement, the license agreement may not be terminated
until after a final, non-appealable determination of the existence of the breach
by a court of competent jurisdiction. Spine-Tech, on September 15, 1995,
commenced a non-binding arbitration against plaintiffs in Minneapolis before the
American Arbitration Association asserting that plaintiffs' purported
termination of the License agreement is meritless and ineffective. Karlin and
Michelson have not filed an answer in the arbitration or taken a definitive
position in the arbitration of whether they intend to seek to enforce the
purported termination. Although the Company believes that the purported
termination is without merit, a determination against the Company could have a
material adverse effect on the Company's business, financial condition and
results of operations.
The Company and Michelson are also in litigation in the United States
District Court for the District of Minnesota concerning inventorship of U.S.
Patent No. 5,489,307. Prior to the issuance of the patent to the Company,
Michelson in the above-referenced California action asserted that he was the
true inventor of the then pending patent application for the '307 patent. This
claim was dismissed for lack of a justifiable controversy. In the Minnesota
action brought by the Company, Michelson has filed a motion to dismiss for lack
of personal jurisdiction and stated that if the motion is denied, he will assert
as-yet-unidentified counterclaims.
Surgical Dynamics, Inc. ("Surgical Dynamics"), a competitor of the Company,
has filed a complaint for declaratory judgment in the United States District
Court for the Central District of California of patent invalidity,
unenforceability and non-infringement against Karlin and Danek regarding the
U.S. Patent No. 5,015,247, which is part of the Karlin Technology. Karlin and
Danek have counterclaimed against Surgical Dynamics claiming patent
infringement. The outcome of the litigation is uncertain. There can be no
assurances that the patent related to the Karlin Technology will be upheld or
that the Company will continue to have such patent protection for its products.
Surgical Dynamics on April 16, 1996 filed a complaint in state court in
Hawaii against the Company and Terry Corley, a former sales employee of Surgical
Dynamics who had agreed to work for the
Company. The complaint alleges, among other things, that the Company aided
and abetted a breach of fiduciary duty by Corley and tortiously interfered
with Corley's employment by Surgical Dynamics. The complaint seeks injunctive
relief and unspecified compensatory and punitive damages. The Company is
moving to be dismissed from the action for lack of personal jurisdiction. The
Company intends to contest these claims vigorously.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
3.1 Amended and Restated Articles of Incorporation of the Company (1)
and Notice of Change of Registered Office/Registered Agent dated
January 19, 1996 (2)
3.2 Restated By-Laws of the Company and Amendment to Restated By-Laws
of the Company
4.1 Specimen of Common Stock certificate (3)
10.1 1994 Spine-Tech, Inc. Stock Option Plan (3)
10.2 Spine-Tech, Inc. 1993 Non-Employee Director Stock Option
Plan (3)
10.3 Spine-Tech, Inc. 1991 Stock Option Plan (3)
10.4 Stock Purchase Agreement between the Company and Smith & Nephew
Richards, Inc. dated September 30, 1993 (3)
10.5 Master Distributor Agreement between the Company and Smith &
Nephew Richards, Inc. dated September 30, 1993 (3) (4)
10.6 Stock Purchase Agreement among the Company, St. Paul Fire and
Marine Insurance Company and the other Purchasers named therein
dated June 27, 1991 (3)
10.7 Amendment dated September 15, 1993 to Stock Purchase Agreement
among the Company, St. Paul Fire and Marine Insurance Company
and the other Purchasers named therein dated June 27, 1991 (3)
10.8 Amendment dated October 21, 1991 to Stock Purchase Agreement
among the Company, St. Paul Fire and Marine Insurance Company
and the other Purchasers named therein dated June 27, 1991 (3)
10.9 Agreement between the Company and Orthomet, Inc. dated June 27,
1991 (3)
10.11 Loan Agreement between the Company and Riverside Bank dated
April 20, 1995 (3)
10.12 Collaboration Agreement between the Company and Ethicon
Endo-Surgery dated June 27, 1994 (3)
10.13 Spine-Tech, Inc. 1996 Employee Stock Purchase Plan (5)
10.14 Spine-Tech, Inc. 1996 Omnibus Stock Plan (5)
10.15 Intentionally omitted.
10.16 Intentionally omitted.
10.17 License Agreement dated as of May 10, 1992, among the
Company, Karlin Technology, Inc. and Gary K. Michelson (3) (4)
10.18 License Agreement dated as of January 1, 1995 between the
Company and Dr. Ted Obenchain (3) (4)
10.19 Employment Agreement between the Company and David W.
Stassen dated June 15, 1992 (3)
10.20 Employment Letter from the Company to David W. Stassen dated
June 2, 1992 (3)
10.21 Employment Agreement between the Company and Ted K.
Schwarzrock dated November 1, 1993 (3)
10.22 Management Agreement dated as of February 1, 1996 between
the Company and David W. Stassen (5)
10.23 Management Agreement dated as of February 1, 1996 between
the Company and Keith M. Eastman (5)
10.24 Management Agreement dated as of February 1, 1996 between
the Company and Ted K. Schwarzrock (5)
10.25 Management Agreement dated as of February 1, 1996 between
the Company and Douglas W. Kohrs (5)
10.26 Management Agreement dated as of February 1, 1996 between
the Company and Richard C. Jansen (5)
10.27 Management Agreement dated as of February 1, 1996 between
the Company and David L. Shaw (5)
11 Statement of Computation of Per Share Earnings
27 Financial Data Schedule (filed electronically)
_____________________________
(1) Incorporated herein by reference to Exhibit 3.1 to the Company's Quarterly
Report on Form 10-Q for the quarterly period ended June 30, 1995
(File No. 0-26116).
(2) Incorporated herein by reference to Exhibit 3.2 to the Company's Annual
Report on Form 10-K for the year ended December 31, 1995 (File
No. 0-26116).
(3) Incorporated herein by reference to the same numbered Exhibit to the
Company's Registration Statement on Form S-1 (Registration No.
33-91928).
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended March 31, 1996.
(4) Exhibit contains portions for which confidential treatment has been
granted to the Company.
(5) Incorporated herein by reference to the same numbered Exhibit to the
Company's Annual Report on Form 10-K for the year ended December 31,
1995 (File No. 0-26116).
SIGNATURES
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 thereunto duly authorized.
SPINE-TECH, INC.
----------------
(Registrant)
Date: May 13, 1996 By: David W. Stassen
---------------------------------------
David W. Stassen,
President and Chief Executive Officer
(Principal Executive Officer)
Date: May 13, 1996 By: Keith M. Eastman
---------------------------------------
Keith M. Eastman,
Chief Financial Officer
(Principal Financial and Accounting
Officer)
EXHIBIT INDEX
EXHIBIT DESCRIPTION PAGE
- - ------- ----------- --------------------
3.1 Amended and Restated Articles of Incorporation of
the Company (1) and Notice of Change of
Registered Office/Registered Agent dated January
19, 1996 (2)
3.2 Restated By-Laws of the Company and Amendment to Filed Electronically
Restated By-Laws of the Company
4.1 Specimen of Common Stock certificate (3)
10.1 1994 Spine-Tech, Inc. Stock Option Plan (3)
10.2 Spine-Tech, Inc. 1993 Non-Employee Director Stock
Option Plan (3)
10.3 Spine-Tech, Inc. 1991 Stock Option Plan (3)
10.4 Stock Purchase Agreement between the Company and
Smith & Nephew Richards, Inc. dated September 30,
1993 (3)
10.5 Master Distributor Agreement between the Company
and Smith & Nephew Richards, Inc. dated September
30, 1993 (3) (4)
10.6 Stock Purchase Agreement among the Company, St.
Paul Fire and Marine Insurance Company and the
other Purchasers named therein dated June 27,
1991 (3)
10.7 Amendment dated September 15, 1993 to Stock
Purchase Agreement among the Company, St. Paul
Fire and Marine Insurance Company and the other
Purchasers named therein dated June 27, 1991 (3)
10.8 Amendment dated October 21, 1991 to Stock
Purchase Agreement among the Company, St. Paul
Fire and Marine Insurance Company and the other
Purchasers named therein dated June 27, 1991 (3)
10.9 Agreement between the Company and Orthomet, Inc.
dated June 27, 1991 (3)
10.11 Loan Agreement between the Company and Riverside
Bank dated April 20, 1995 (3)
10.12 Collaboration Agreement between the Company and
Ethicon Endo-Surgery dated June 27, 1994 (3)
10.13 Spine-Tech, Inc. Employee Stock Purchase Plan (5)
10.14 Spine-Tech, Inc. 1996 Omnibus Stock Plan (5)
10.15 Intentionally Omitted
10.16 Intentionally Omitted
10.17 License Agreement dated as of May 10, 1992, among
the Company, Karlin
Technology, Inc. and Gary K. Michelson (3) (4)
10.18 License Agreement dated as of January 1, 1995
between the Company and Dr. Ted Obenchain (3) (4)
10.19 Employment Agreement between the Company and
David W. Stassen dated June 15, 1992 (3)
10.20 Employment Letter from the Company to David W.
Stassen dated June 2, 1992 (3)
10.21 Employment Agreement between the Company and Ted
K. Schwarzrock dated November 1, 1993 (3)
10.22 Management Agreement dated as of February 1, 1996
between the Company and David W. Stassen (5)
10.23 Management Agreement dated as of February 1, 1996
between the Company and Keith M. Eastman (5)
10.24 Management Agreement dated as of February 1, 1996
between the Company and Ted K. Schwarzrock (5)
10.25 Management Agreement dated as of February 1, 1996
between the Company and Douglas W. Kohrs (5)
10.26 Management Agreement dated as of February 1, 1996
between the Company and Richard C. Jansen (5)
10.27 Management Agreement dated as of February 1, 1996
between the Company and David L. Shaw (5)
11 Statement of Computation of Per Share
Earnings Filed Electronically
27 Financial Data Schedule Filed Electronically
- - ------------------------
(1) Incorporated herein by reference to Exhibit 3.1 to the Company's Quarterly
Report on Form 10-Q for the quarterly period ended June 30, 1995 (File No.
0-26116).
(2) Incorporated herein by reference to Exhibit 3.2 to the Company's Annual
Report on Form 10-K for the year ended December 31, 1995 (File No. 0-26116).
(3) Incorporated herein by reference to the same numbered Exhibit to the
Company's Registration Statement on Form S-1 (Registration No. 33-91928).
(4) Exhibit contains portions for which confidential treatment has been granted
to the Company.
(5) Incorporated herein by reference to the same numbered Exhibit to the
Company's Annual Report on Form 10-K for the year ended December 31, 1995
(File No. 0-26116).