Companion Spine to Acquire Xtant Medical’s Coflex and CoFix Assets

Xtant Medical entered into agreements to sell certain Coflex and CoFix interlaminar stabilization implant assets and all OUS entities of Paradigm Spine GmbH, to Companion Spine. Companion Spine is a portfolio company of Viscogliosi Brothers, a family-owned investment firm specializing in the neuro-musculoskeletal space.

The proceeds of the transaction total $19.2 million, consisting of $11 million in cash at closing and $8.2 million in short-term seller financing. Xtant expects to use the proceeds to reduce long-term debt and provide additional cash liquidity. The transaction is expected to close in 3Q25. As part of the transaction, Companion Spine expects to transition certain members of the Xtant U.S. and international commercial organizations, who will continue to support these products.

Sean Browne, President and CEO of Xtant Medical, stated, “This transaction is a significant step for us as we focus on our core business – the development of higher-margin, best-in-class orthobiologics – while also strengthening our balance sheet and streamlining our operations. At the same time, these franchises will be in great hands given the Viscogliosi Brothers’ proven track record of successful commercial execution in the neuro-musculoskeletal space. We believe they, along with Companion Spine, are the ideal partners to continue driving the growth of Coflex, CoFix, HPS, and related spinal fixation technologies. This transaction places Paradigm Spine with a team of people who are well-equipped to complete the remaining clinical and regulatory work and take these fantastic technologies to the next level. We look forward to completing this transaction in a timely manner.”

Anthony G. Viscogliosi, Principal at Viscogliosi Brothers, and Co-founder, Executive Chairman and CEO of Companion Spine, added, “The addition of these spine implant solutions will significantly strengthen Companion Spine’s product solutions portfolio, reinforcing our commitment to innovation and excellence in spine care. We are confident this will position us to better serve the needs of pain management physicians, spine surgeons, and their patients on a global scale, strengthening specifically our presence in the U.S. This acquisition will position us as the largest posterior and cervical dynamic stabilization franchise business in the world.”

Simultaneously with the execution of the definitive agreements, $2.5 million of the aggregate purchase price was paid to Xtant as a non-refundable cash deposit, except in the event Companion Spine terminates the Coflex/CoFix agreement due to certain breaches by Xtant under the agreement. Up to two additional $2.5 million cash deposits may be paid to Xtant by Companion Spine in the event it requires extra time to obtain financing. Assuming Companion receives its funding, it would pay Xtant an additional $8.5 million at or prior to closing, along with a further $8.2 million in the form of an unsecured promissory note to be issued by Companion Spine to Xtant. The promissory note will mature on December 31, 2025.

Source: Xtant Medical Holdings, Inc.