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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): March 31, 2026

XTANT
MEDICAL HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-34951 |
|
20-5313323 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
| 664
Cruiser Lane
Belgrade,
Montana |
|
59714 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
(406)
388-0480
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
stock, par value $0.000001 per share |
|
XTNT |
|
NYSE
American LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item
2.02 | Results
of Operations and Financial Condition. |
On
March 31, 2026, Xtant Medical Holdings, Inc. (the “Company”) announced its financial results for the three months and year
ended December 31, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to
this Current Report on Form 8-K.
The
information in Item 2.02 of this report (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section,
nor shall it be deemed incorporated by reference in any registration statement or other document filed by the Company under the Securities
Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly provided by specific reference in
such a filing.
To
supplement its consolidated financial statements prepared in accordance with United States generally accepted accounting principles (“GAAP”),
the Company uses certain non-GAAP financial measures, such as non-GAAP adjusted EBITDA, which are included in the press release furnished
as Exhibit 99.1 to this report. The Company defines non-GAAP adjusted EBITDA as net income (loss) from operations before depreciation
and amortization expense; interest expense, net; and tax benefit (expense), and as further adjusted to add back in or exclude, non-cash
compensation, divestiture/acquisition-related expenses, gain on divestiture, acquisition-related
fair value adjustments, unrealized foreign currency translation
gain or loss, and separation-related expenses, in each case as applicable.
The
Company uses non-GAAP adjusted EBITDA in making operating decisions because it believes this measure provides meaningful supplemental
information regarding its core operational performance. Additionally, this measure gives the Company a better understanding of how it
should invest in sales and marketing and research and development activities and how it should allocate resources to both ongoing and
prospective business initiatives. The Company also uses non-GAAP adjusted EBITDA to help make budgeting and spending decisions, for example,
among sales and marketing expenses, general and administrative expenses, and research and development expenses. Additionally, the Company
believes its use of non-GAAP adjusted EBITDA facilitates management’s internal comparisons to historical operating results by factoring
out potential differences caused by charges not related to its regular, ongoing business, including, without limitation, non-cash charges
and certain large and unpredictable charges and gains.
As
described above, the Company excludes the effect of the following items from its non-GAAP adjusted EBITDA for the following reasons:
Non-cash
compensation. The Company excludes non-cash compensation, which is a non-cash charge related to equity awards granted by the Company.
Although non-cash compensation is a recurring charge to the Company’s operations, management has excluded it because it relies
on valuations based on future events, such as the market price of the Company’s common stock, that are difficult to predict and
are affected by market factors that are largely not within the control of the Company. Thus, management believes that excluding non-cash
compensation facilitates comparisons of the Company’s operational performance in different periods, as well as with similarly determined
non-GAAP financial measures of comparable companies.
Divestiture/acquisition-related
expenses. The Company excludes expenses directly related to the Company’s divestiture of its non-core Coflex/CoFix assets and
the international hardware business and its acquisitions and integration into the Company from non-GAAP adjusted EBITDA primarily because
such expenses are not reflective of the Company’s ongoing operating results and are not used by management to assess the core profitability
of the Company’s business operations. These expenses include legal and accounting fees and transition related services and are
not considered normal, recurring, cash operating expenses necessary to operate the Company’s business. The Company further believes
that excluding this item from its non-GAAP results is useful to investors in that it allows for period-over-period comparability.
Gain
on divestiture. The Company excludes gain on divestiture from non-GAAP adjusted EBITDA primarily because such an item is not reflective
of the Company’s ongoing operating results and is not used by management to assess the core profitability of the Company’s
business operations. The Company further believes that excluding this item from its non-GAAP results is useful to investors in that it
allows for period-over-period comparability.
Acquisition-related
fair value adjustments. The Company excludes acquisition-related fair value adjustments from non-GAAP adjusted EBITDA primarily
because such adjustments are not reflective of the Company’s ongoing operating results and are not used by management to assess
the core profitability of the Company’s business operations. The Company further believes that excluding this item from its non-GAAP
results is useful to investors in that it allows for period-over-period comparability.
Unrealized
foreign currency translation gain or loss. The Company excludes unrealized foreign currency translation gain or loss, as applicable,
from non-GAAP adjusted EBITDA primarily because such gain or loss is not reflective of the Company’s ongoing operating results
and is not used by management to assess the core profitability of the Company’s business operations. The Company further believes
that excluding this item from its non-GAAP results is useful to investors in that it allows for period-over-period comparability.
Separation-related
expenses. The Company excludes separation-related expenses primarily because such expenses are not reflective of the Company’s
ongoing operating results and are not used by management to assess the core profitability of the Company’s business operations.
The Company further believes that excluding this item from its non-GAAP results is useful to investors in that it allows for period over-period
comparability.
Non-GAAP
adjusted EBITDA is reconciled to net income (loss), the most directly comparable GAAP measure in the press release. The Company also
presents in the press release EBITDA as a percentage of total revenue and adjusted EBITDA as a percentage of total revenue and reconciles
these two non-GAAP measures in the press release to net income (loss) as a percentage of total revenue.
Non-GAAP
financial measures are not in accordance with, or an alternative for, GAAP measures and may be different from non-GAAP financial measures
used by other companies. In addition, non-GAAP financial measures are not based on any comprehensive or standard set of accounting rules
or principles. Accordingly, the calculation of the Company’s non-GAAP financial measures may differ from the definitions of other
companies using the same or similar names, limiting, to some extent, the usefulness of such measures for comparison purposes. Non-GAAP
financial measures have limitations in that they do not reflect all of the amounts associated with the Company’s financial results
as determined in accordance with GAAP. Non-GAAP financial measures should only be used to evaluate the Company’s financial results
in conjunction with the corresponding GAAP measures. Accordingly, the Company qualifies its use of non-GAAP financial information in
a statement when non-GAAP financial information is presented.
| Item
9.01 | Financial
Statements and Exhibits. |
(d)
Exhibits.
| Exhibit No. | |
Description |
| 99.1 | |
Press Release of Xtant Medical Holdings, Inc. dated March 31, 2026 entitled “Xtant Medical Reports Fourth Quarter and Full-Year 2025 Financial Results” (furnished herewith)
|
| 104 | |
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
| |
XTANT MEDICAL HOLDINGS, INC. |
| |
|
| |
By: |
/s/
Scott C. Neils |
| |
|
Scott
C. Neils |
| |
|
Chief
Financial Officer |
Date:
March 31, 2026
Exhibit
99.1
Xtant
Medical Reports Fourth Quarter and Full-Year 2025 Financial Results
Full
year 2025 revenue totals $133.9 million, an increase of 14% year-over-year
Xtant
delivers positive net income, adjusted EBITDA and operating cash flow
Total
cash of $17.3 million as of December 31, 2025 with an additional $10.5 million received subsequent to year end related to divestiture
BELGRADE,
Mont., March 31, 2026 — Xtant Medical Holdings, Inc. (NYSE American: XTNT), a global medical technology company focused on
surgical solutions for spinal and other orthopedic conditions, today reported financial and operating results for the fourth quarter
and full-year ended December 31, 2025.
Fourth
Quarter 2025 Financial Highlights
| ● | Revenue
of $32.4 million, up approximately 3% compared to the prior year quarter |
| ◌ | Company’s
earlier-than-anticipated closing of the Companion Spine transaction reduced fourth quarter
2025 revenue by an estimated $2.0 million |
| ● | Gross
margin of 54.9% compared to 50.8% for the prior year quarter |
| ● | Net
income of $0.1 million compared to a net loss of $3.2 million in the prior year quarter |
| ● | Non-GAAP
adjusted EBITDA of $1.9 million compared to adjusted EBITDA of $0.4 million in the prior
year quarter |
Full-Year
2025 Financial Highlights
| ● | Revenue
of $134.0 million, up approximately 14% over the full-year 2024 |
| ● | Gross
margin of 62.9%, compared to 58.2% for the full year 2024 |
| ● | Net
income of $5.0 million, or $0.03 per diluted share, compared to a net loss of $16.5 million,
or a net loss of $0.12 per basic and diluted share, for the full year 2024 |
| ● | Non-GAAP
adjusted EBITDA of $16.3 million compared to an adjusted EBITDA loss of $2.3 million for
the full year 2024 |
| ● | Net
cash provided by operations of $12.5 million compared to net cash used in operations of $11.9
million for the full year 2024 |
Fourth
Quarter 2025 and Recent Business Highlights
| ● | Completed
the previously announced sale of Xtant’s non-core Coflex® and CoFix assets and
its international hardware businesses to Companion Spine for a total sale price of $21.4
million in cash. |
| ● | Announced
the commercial launch of its next-generation innovative synthetic bone graft in the nanOss
line, Strata™. nanOss Strata is manufactured from hydroxycarbonapatite (HCA), a material
with higher solubility than traditional hydroxyapatite (HA), the most commonly used synthetic
material. |
| ● | Announced
the commercial launch of CollagenX™, its bovine collagen particulate product for surgical
wound closure designed to promote healing, prevent dehiscence, and help mitigate concerns
related to surgical site infections. |
Sean
Browne, President and CEO of Xtant Medical, stated, “Our fourth quarter 2025 caps a truly transformational year for Xtant, during
which we meaningfully sharpened our focus on our core biologics business while driving the new product innovation for which we are known.
Along the way, in 2025 we achieved profitability and cash flow generation, reflecting robust topline growth, targeted R&D investments,
and prudent expense management. We also took advantage of a short-term license and royalty opportunity through our amnio line in the
advanced wound care market. Those cash flows, along with the divestiture of certain non-core products and operations, provided Xtant
with the capital to focus on internally developing our advanced biologics product lines, including new products released in 2025. With
this foundation in place, we began to opportunistically add to our field sales force in the fourth quarter 2025 and into the first quarter
of 2026 to improve our reach and leverage our outstanding contract portfolio and independent agent network.”
“Looking
ahead to 2026, with the recent receipt of amounts previously outstanding under our note receivable from the Companion Spine transaction,
we have increased our current cash position to over $22 million while reducing our term loan balance to $11.2 million. Given our significantly
strengthened financial position, we do not see any need to raise additional outside capital to run our operations and we expect to be
free cash flow positive in 2026. Moreover, this year we plan to lean into our strengths in biologics and invest in our commercial team
to focus on profitably growing our core biologics business. With the substantial progress made in 2025, I am excited for this year and
beyond,” Mr. Browne concluded.
Fourth
Quarter and Full-Year 2025 Financial Results
Fourth
quarter 2025 revenue grew 3% to $32.4 million, compared to $31.5 million for the same period in 2024. The increase is due primarily to
higher license revenue, partly offset by one less month of Coflex and CoFix and related international hardware sales in 2025 as a result
of the sale of those businesses to Companion Spine in early December. For the full year, total revenue of $134.0 million increased 14%
over $117.3 million for the full year 2024.
Gross
margin for the fourth quarter of 2025 was 54.9%, compared to 50.8% for the same period in 2024. For the full year 2025, gross margin
was 62.9%, compared to 58.2% for the full year 2024. These increases were primarily attributable to sales mix and greater scale, partially
offset by increased charges for excess and obsolete inventory, in particular, a $1.3 million charge related to excess and obsolete inventory
associated with the launch of the Cortera® Fixation System.
Operating
expenses for the fourth quarter of 2025 totaled $18.7 million, compared to $17.9 million for the fourth quarter of 2024. Full year 2025
total operating expenses were $77.0 million, compared to $80.3 million for the full year 2024. The increase in fourth quarter 2025 operating
expenses was primarily due to increases in various compensation plans and the year-over-year decline was primarily driven by reduced
commission expense.
Net
income for the fourth quarter 2025 totaled $0.1 million, compared to a net loss of $3.2 million for the fourth quarter of 2024. For the
full year 2025, net income was $5.0 million, or $0.03 per diluted share, compared to a net loss of $16.5 million, or a new loss of $0.12
per basic and diluted share, for the full year 2024.
Non-GAAP
adjusted EBITDA for the fourth quarter of 2025 totaled $1.9 million, compared to adjusted EBITDA of $0.4 million for the same period
in 2024. For the full year 2025, non-GAAP adjusted EBITDA was $16.3 million, compared to an adjusted EBITDA loss of $2.3 million for
the full year 2024.
The
Company defines adjusted EBITDA as net income/loss from operations before depreciation, amortization and interest income/expense and
provision for income tax/benefit, and as further adjusted to add back in or exclude, as applicable, separation-related expenses, non-cash
compensation, disposition/acquisition-related expense, acquisition-related fair value adjustments, gain on divestiture, and unrealized
foreign currency translation gain or loss. A calculation and reconciliation of adjusted EBITDA to net income (loss) can be found in the
attached financial tables.
As
of December 31, 2025, the Company had $17.3 million of cash and cash equivalents compared to $6.2 million as of December 31, 2024. Cash
as of December 31, 2025 excludes an additional $10.5 million received in February 2026 upon repayment of the unsecured promissory note
issued by Companion Spine to Xtant in the divestiture transactions that closed in December 2025.
2026
Financial Guidance
The
Company anticipates full-year 2026 revenue to be in the range of $95 million to $99 million. This outlook reflects anticipated
organic growth in its core higher-margin biologics business, offset bythe impact of the Company’s December 2025 sale of non-core
Coflex® and CoFix assets and its international hardware businesses to Companion Spine, as well as the cessation of license revenue
related to the Q-Code and amniotic membrane agreements that the Company received in 2025.
Conference
Call
Xtant
Medical will host a webcast and conference call to discuss its fourth quarter and full-year 2025 financial and operating results at 8:30
am ET today, March 31, 2026.
To
access the webcast: https://www.webcaster5.com/Webcast/Page/3039/53616
To
access the conference call, dial 888-506-0062 (US) or 973-528-0011 (International) and reference Participant Access Code 581090.
A
replay of the call will be available on the Investor section of the Company’s website at www.xtantmedical.com for a period
of one year.
About
Xtant Medical Holdings, Inc.
Xtant
Medical’s mission of honoring the gift of donation so that our patients can live as full and complete a life as possible, is the
driving force behind our company. Xtant Medical Holdings, Inc. (www.xtantmedical.com) is a global medical technology company focused
on the design, development, and commercialization of a comprehensive portfolio of orthobiologics serving the chronic and surgical wound
care and sports medicine markets, as well as spinal implant systems. Xtant people are dedicated and talented, operating with the highest
integrity to serve our customers.
The
symbols ™ and ® denote trademarks and registered trademarks of Xtant Medical Holdings, Inc. or its affiliates, registered as
indicated in the United States, and in other countries. All other trademarks and trade names referred to in this release are the property
of their respective owners.
Non-GAAP
Financial Measures
To
supplement the Company’s consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles
(GAAP), the Company uses certain non-GAAP financial measures in this release, including adjusted EBITDA. Reconciliations of the non-GAAP
financial measures used in this release to the most comparable GAAP measures for the respective periods can be found in tables later
in this release. The Company’s management believes that the presentation of these measures provides useful information to investors.
These measures may assist investors in evaluating the Company’s operations, period over period. Management uses the non-GAAP measures
in this release internally for evaluation of the performance of the business, including the allocation of resources. Investors should
consider non-GAAP financial measures only as a supplement to, not as a substitute for or as superior to, measures of financial performance
prepared in accordance with GAAP.
Cautionary
Statement Regarding Forward-Looking Statements
This
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements include statements that are predictive in nature, that depend upon or refer to future events or conditions, or that include
words such as “intends,” ‘‘expects,’’ ‘‘anticipates,’’ ‘‘plans,’’
‘‘believes,’’ ‘‘estimates,’’ “continue,” “future,” ‘‘will,’’
“potential,” “going forward,” “guidance,” similar expressions or the negative thereof, and the use
of future dates. Forward-looking statements in this release include the Company’s full year 2026 revenue guidance, anticipated
organic growth in its core higher-margin biologics business, need for no further capital to fund its operations and expectation to be
free cash flow positive in 2026. The Company cautions that its forward-looking statements by their nature involve risks and uncertainties,
and actual results may differ materially depending on a variety of important factors, including, among others: the Company’s future
operating results, financial performance and need for additional capital; the success of the Company’s expanded field sales force
to improve the Company’s reach and leverage its outstanding contract portfolio and independent agent network; the Company’s
ability to become operationally self-sustaining and less reliant on third-party manufacturers and suppliers; risks associated with acquisitions
and dispositions; its ability to implement successfully its future growth initiatives and risks associated therewith; possible future
impairment charges to long-lived assets and goodwill and write-downs of excess and obsolete inventory; its ability to continue to innovate,
develop and introduce new products and the success of those products; its ability to remain competitive; its ability to engage and retain
new and existing independent distributors and agents and qualified sales and other personnel and its dependence on key independent agents
for a significant portion of its revenue; the effect of inflation, elevated interest rates and other recessionary factors and supply
chain disruptions; the effect of product sales mix changes on its financial results; the effect of government and third-party coverage
and reimbursement for its products; its ability to obtain and maintain regulatory approvals and comply with government regulations; the
effect of product liability claims and other litigation to which the Company may be subject; the effect of product recalls and defects;
its ability to license intellectual property on commercially reasonable terms and to maintain any such licenses and its ability to obtain
and protect its intellectual property and proprietary rights and operate without infringing the rights of others; its ability to service
its debt, comply with debt covenants, and access additional indebtedness or financing on favorable terms or at all, if and when needed;
and other factors described in its Annual Report on Form 10-K for the year ended December 31, 2025 to be filed with the Securities and
Exchange Commission (SEC) on March 30, 2026. Investors are encouraged to read the Company’s filings with the SEC, available at
www.sec.gov, for a discussion of these and other risks and uncertainties. The Company undertakes no obligation to release publicly any
revisions to any forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of
unanticipated events, except as required by law. All forward-looking statements attributable to the Company or persons acting on its
behalf are expressly qualified in their entirety by this cautionary statement.
Investor
Relations Contact:
Kevin
Gardner
LifeSci
Advisors
kgardner@lifesciadvisors.com
-OR-
Rob
Windsor
LifeSci
Advisors
rwindsor@lifescipartners.com
—
Tables Follow –
XTANT
MEDICAL HOLDINGS, INC.
Consolidated
Balance Sheets
(In
thousands, except number of shares and par value)
| | |
As of December 31, 2025 | | |
As of December 31, 2024 | |
| ASSETS | |
| | | |
| | |
| Current Assets: | |
| | | |
| | |
| Cash and cash-equivalents | |
$ | 17,053 | | |
$ | 6,199 | |
| Restricted cash | |
| 275 | | |
| 22 | |
| Trade accounts receivable, net of allowance for credit losses of $2,165 and $1,437, respectively | |
| 17,803 | | |
| 20,660 | |
| Inventories | |
| 30,263 | | |
| 38,634 | |
| Note receivable | |
| 10,462 | | |
| — | |
| Prepaid and other current assets | |
| 2,389 | | |
| 1,601 | |
| Total current assets | |
| 78,245 | | |
| 67,116 | |
| Property and equipment, net | |
| 6,202 | | |
| 10,131 | |
| Right of use asset, net | |
| 3,192 | | |
| 829 | |
| Goodwill | |
| 6,074 | | |
| 7,302 | |
| Intangible assets, net | |
| 299 | | |
| 8,356 | |
| Other assets | |
| 133 | | |
| 103 | |
| Total Assets | |
$ | 94,145 | | |
$ | 93,837 | |
| | |
| | | |
| | |
| LIABILITIES & STOCKHOLDERS’ EQUITY | |
| | | |
| | |
| Current Liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 3,844 | | |
$ | 7,918 | |
| Accrued liabilities | |
| 10,626 | | |
| 7,771 | |
| Current portion of long-term debt | |
| 3,500 | | |
| — | |
| Current portion of lease liability | |
| 622 | | |
| 703 | |
| Current portion of finance lease obligations | |
| 35 | | |
| 69 | |
| Line of credit | |
| 10,857 | | |
| 12,120 | |
| Total current liabilities | |
| 29,484 | | |
| 28,581 | |
| Long-term Liabilities: | |
| | | |
| | |
| Lease liability, net | |
| 2,665 | | |
| 166 | |
| Financing lease obligations, net | |
| 12 | | |
| 47 | |
| Long-term debt, plus premium and less issuance costs | |
| 11,026 | | |
| 22,038 | |
| Deferred tax liability | |
| 5 | | |
| 42 | |
| Total Liabilities | |
| 43,192 | | |
| 50,874 | |
| | |
| | | |
| | |
| Commitments and Contingencies (Note 12) | |
| — | | |
| — | |
| | |
| | | |
| | |
| Stockholders’ Equity: | |
| | | |
| | |
| Preferred stock, $0.000001 par value; 10,000,000 shares authorized; no shares issued and outstanding | |
| — | | |
| — | |
| Common stock, $0.000001 par value; 300,000,000 shares authorized; 140,039,557 shares issued and outstanding as of December 31, 2025; 139,045,664 shares issued and outstanding as of December 31, 2024 | |
| — | | |
| — | |
| Additional paid-in capital | |
| 305,439 | | |
| 302,738 | |
| Accumulated other comprehensive income | |
| — | | |
| (316 | ) |
| Accumulated deficit | |
| (254,486 | ) | |
| (259,459 | ) |
| Total Stockholders’ Equity | |
| 50,953 | | |
| 42,963 | |
| Total Liabilities & Stockholders’ Equity | |
$ | 94,145 | | |
$ | 93,837 | |
XTANT
MEDICAL HOLDINGS, INC.
Consolidated
Statements of Operations
(Unaudited,
in thousands, except number of shares and per share amounts)
| | |
Three Months Ended December 31, | | |
Twelve Months Ended December 31, | |
| | |
2025 | | |
2024 | | |
2025 | | |
2024 | |
| Revenue | |
| | |
| | |
| | |
| |
| Product revenue | |
$ | 27,712 | | |
$ | 30,011 | | |
$ | 115,204 | | |
$ | 115,765 | |
| License revenue | |
| 4,645 | | |
| 1,502 | | |
| 18,723 | | |
| 1,502 | |
| Total Revenue | |
| 32,357 | | |
| 31,513 | | |
| 133,927 | | |
| 117,267 | |
| | |
| | | |
| | | |
| | | |
| | |
| Cost of Sales | |
| 14,603 | | |
| 15,489 | | |
| 49,654 | | |
| 49,051 | |
| Gross Profit | |
| 17,754 | | |
| 16,024 | | |
| 84,273 | | |
| 68,216 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating Expenses | |
| | | |
| | | |
| | | |
| | |
| General and administrative | |
| 7,293 | | |
| 5,700 | | |
| 29,375 | | |
| 28,691 | |
| Sales and marketing | |
| 10,946 | | |
| 11,684 | | |
| 45,512 | | |
| 49,214 | |
| Research and development | |
| 459 | | |
| 522 | | |
| 2,102 | | |
| 2,385 | |
| Total Operating Expenses | |
| 18,698 | | |
| 17,906 | | |
| 76,989 | | |
| 80,290 | |
| | |
| | | |
| | | |
| | | |
| | |
| Income (Loss) from Operations | |
| (944 | ) | |
| (1,882 | ) | |
| 7,284 | | |
| (12,074 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Other Income (Expense) | |
| | | |
| | | |
| | | |
| | |
| Interest expense | |
| (718 | ) | |
| (1,134 | ) | |
| (3,671 | ) | |
| (4,160 | ) |
| Interest income | |
| 94 | | |
| — | | |
| 94 | | |
| — | |
| Unrealized foreign currency translation (loss) gain | |
| (206 | ) | |
| (101 | ) | |
| (60 | ) | |
| 5 | |
| Gain on divestiture | |
| 3,281 | | |
| — | | |
| 3,281 | | |
| — | |
| Other income (expense) | |
| 91 | | |
| (27 | ) | |
| 73 | | |
| (33 | ) |
| Total Other Income (Expense) | |
| 2,542 | | |
| (1,262 | ) | |
| (283 | ) | |
| (4,188 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net Income (Loss) from Operations Before Provision for Income Taxes | |
| 1,598 | | |
| (3,144 | ) | |
| 7,001 | | |
| (16,262 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Provision for Income Taxes Current and Deferred | |
| (1,541 | ) | |
| (21 | ) | |
| (2,028 | ) | |
| (187 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net Income (Loss) | |
$ | 57 | | |
$ | (3,165 | ) | |
$ | 4,973 | | |
$ | (16,449 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net Income (Loss) Per Share: | |
| | | |
| | | |
| | | |
| | |
| Basic | |
$ | 0.00 | | |
$ | (0.02 | ) | |
$ | 0.04 | | |
$ | (0.12 | ) |
| Dilutive | |
$ | 0.00 | | |
$ | (0.02 | ) | |
$ | 0.03 | | |
$ | (0.12 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Shares used in the computation: | |
| | | |
| | | |
| | | |
| | |
| Basic | |
| 139,826,783 | | |
| 138,977,615 | | |
| 139,531,791 | | |
| 133,665,075 | |
| Dilutive | |
| 150,462,888 | | |
| 138,977,615 | | |
| 150,042,556 | | |
| 133,665,075 | |
XTANT
MEDICAL HOLDINGS, INC.
Consolidated
Statements of Cash Flows
(Unaudited,
in thousands)
| | |
Year Ended December 31, | |
| | |
2025 | | |
2024 | |
| Operating activities: | |
| | | |
| | |
| Net income (loss) | |
$ | 4,973 | | |
$ | (16,449 | ) |
| Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |
| | | |
| | |
| Depreciation and amortization | |
| 5,223 | | |
| 4,224 | |
| Non-cash interest | |
| 537 | | |
| 522 | |
| Loss (gain) on sale of fixed assets | |
| 251 | | |
| (264 | ) |
| Stock-based compensation | |
| 2,892 | | |
| 4,117 | |
| Provision for reserve on accounts receivable | |
| 1,404 | | |
| 823 | |
| Provision for excess and obsolete inventory | |
| 3,669 | | |
| 485 | |
| Gain on sale to Companion | |
| (3,281 | ) | |
| — | |
| Other | |
| (76 | ) | |
| (5 | ) |
| | |
| | | |
| | |
| Changes in operating assets and liabilities, net of the effects of acquisitions: | |
| | | |
| | |
| Trade accounts receivable | |
| (591 | ) | |
| (755 | ) |
| Inventories | |
| (1,999 | ) | |
| (2,494 | ) |
| Prepaid and other assets | |
| (1,537 | ) | |
| (218 | ) |
| Accounts payable | |
| (3,117 | ) | |
| 1,033 | |
| Accrued liabilities | |
| 4,198 | | |
| (2,915 | ) |
| Net cash provided by (used in) operating activities | |
| 12,546 | | |
| (11,896 | ) |
| | |
| | | |
| | |
| Investing activities: | |
| | | |
| | |
| Purchases of property and equipment | |
| (2,382 | ) | |
| (4,113 | ) |
| Proceeds from sale of fixed assets | |
| 232 | | |
| 383 | |
| Proceeds from sale to Companion, net of promissory note | |
| 10,049 | | |
| — | |
| Net cash provided by (used in) investing activities | |
| 7,899 | | |
| (3,730 | ) |
| | |
| | | |
| | |
| Financing activities: | |
| | | |
| | |
| Borrowings on line of credit | |
| 100,066 | | |
| 112,640 | |
| Repayments on line of credit | |
| (101,329 | ) | |
| (105,142 | ) |
| Payments on long-term debt | |
| (8,000 | ) | |
| — | |
| Payments on financing leases | |
| (67 | ) | |
| (65 | ) |
| Proceeds from private placement, net of issuance costs | |
| (65 | ) | |
| 4,456 | |
| Proceeds from issuance of long-term debt | |
| — | | |
| 5,000 | |
| Debt issuance costs | |
| (49 | ) | |
| (651 | ) |
| Payment of taxes from withholding of common stock upon vesting and settlement of restricted stock units | |
| (126 | ) | |
| (178 | ) |
| Proceeds from exercise of stock-based compensation | |
| — | | |
| 13 | |
| Net cash (used in) provided by financing activities | |
| (9,570 | ) | |
| 16,073 | |
| | |
| | | |
| | |
| Effect of exchange rate changes on cash and cash equivalents and restricted cash | |
| 232 | | |
| (149 | ) |
| | |
| | | |
| | |
| Net change in cash and cash equivalents and restricted cash | |
| 11,107 | | |
| 298 | |
| Cash and cash equivalents and restricted cash at beginning of year | |
| 6,221 | | |
| 5,923 | |
| Cash and cash equivalents and restricted cash at end of year | |
$ | 17,328 | | |
$ | 6,221 | |
| Reconciliation of cash and cash equivalents and restricted cash reported in the consolidated balance sheets | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 17,053 | | |
$ | 6,199 | |
| Restricted cash | |
| 275 | | |
| 22 | |
| Total cash and cash equivalents and restricted cash reported in the consolidated balance sheets | |
$ | 17,328 | | |
$ | 6,221 | |
XTANT
MEDICAL HOLDINGS, INC.
CALCULATION
OF NON-GAAP CONSOLIDATED EBITDA AND ADJUSTED EBITDA
(in
thousands)
| | |
Three Months Ended December 31, | | |
Year Ended December 31, | |
| | |
2025 | | |
2024 | | |
2025 | | |
2024 | |
| | |
| | |
| | |
| | |
| |
| Net Income (Loss) | |
$ | 57 | | |
$ | (3,165 | ) | |
$ | 4,973 | | |
$ | (16,449 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Depreciation and amortization | |
| 1,819 | | |
| 1,148 | | |
| 5,223 | | |
| 4,224 | |
| Interest expense, net | |
| 624 | | |
| 1,134 | | |
| 3,577 | | |
| 4,160 | |
| Tax expense | |
| 1,541 | | |
| 21 | | |
| 2,028 | | |
| 187 | |
| Non-GAAP EBITDA | |
| 4,041 | | |
| (862 | ) | |
| 15,801 | | |
| (7,878 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net Income (Loss)/Total Revenue | |
| 0.2 | % | |
| -10.0 | % | |
| 3.7 | % | |
| -14.0 | % |
| | |
| | | |
| | | |
| | | |
| | |
| Non-GAAP EBITDA/Total Revenue | |
| 12.5 | % | |
| -2.7 | % | |
| 11.8 | % | |
| -6.7 | % |
| | |
| | | |
| | | |
| | | |
| | |
| NON-GAAP ADJUSTED EBITDA CALCULATION | |
| | | |
| | | |
| | | |
| | |
| Non-cash compensation | |
| 727 | | |
| 840 | | |
| 2,892 | | |
| 4,117 | |
| Gain on divestiture | |
| (3,281 | ) | |
| — | | |
| (3,281 | ) | |
| — | |
| Divestiture/acquisition-related expenses | |
| 122 | | |
| — | | |
| 491 | | |
| 338 | |
| Acquisition-related fair value adjustments | |
| 47 | | |
| 167 | | |
| 358 | | |
| 415 | |
| Unrealized foreign currency translation loss (gain) | |
| 206 | | |
| 101 | | |
| 60 | | |
| (5 | ) |
| Separation related expenses | |
| — | | |
| 192 | | |
| 23 | | |
| 682 | |
| | |
| | | |
| | | |
| | | |
| | |
| Non-GAAP Adjusted EBITDA | |
$ | 1,862 | | |
$ | 438 | | |
$ | 16,344 | | |
$ | (2,331 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Non-GAAP Adjusted EBITDA/Total Revenue | |
| 5.8 | % | |
| 1.4 | % | |
| 12.2 | % | |
| -2.0 | % |