SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 20th, 2017 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
Please confirm that the foregoing correctly sets forth the agreement between us by signing in the space provided below for that purpose.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 20th, 2017 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
Xtant Medical Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to OrbiMed Royalty Opportunities II, LP and ROS Acquisition Offshore LP (the “Purchasers”) convertible senior notes due 2021 in the aggregate principal amount of $67,145.00 (the “Notes”), upon the terms set forth in the Securities Purchase Agreements among the Company, each of the Purchasers, dated January 16, 2017 (the “Purchase Agreements”). Upon a conversion of each Note at the option of the holder thereof, the Company will be required to deliver shares of common stock of the Company, $0.000001 par value per share (the “Common Stock”). To induce the Purchasers to enter into the Purchase Agreements and to satisfy the Company’s obligations thereunder, the holders of the Notes will have the benefit of this registration rights agreement (this “Agreement”) pursuant to which the Company agrees with the Purchasers for the benefit of the Purchasers and for the benefit of the holders (the “Holder
ContractNote Purchase Agreement • January 20th, 2017 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
THE SALE OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS NOTE (AND ANY BENEFICIAL INTEREST HEREIN) MAY NOT BE OFFERED, RESOLD OR OTHERWISE TRANSFERRED, EXCEPT:
EIGHTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • January 20th, 2017 • Xtant Medical Holdings, Inc. • Biological products, (no disgnostic substances) • New York
This EIGHTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made and entered into as of January 13, 2017 (the “Amendment Closing Date”) by and among Bacterin International, Inc., a Nevada corporation (the “Borrower”), ROS acquisition offshore lp, a Cayman Islands Exempted Limited Partnership (“ROS”), OrbiMed Royalty Opportunities II, LP, a Delaware limited partnership (“Royalty Opportunities”), and, in their capacity as Guarantors under the Credit Agreement (as defined below), XTANT MEDICAL HOLDINGS, INC., a Delaware corporation (“Holdings”), X-SPINE SYSTEMS, INC., an Ohio corporation (“X-Spine”) and XTANT MEDICAL, INC., a Delaware corporation (“Xtant” and, along with Holdings and X-Spine, collectively, the “Guarantors”).
