SeaSpine to Acquire NLT Spine, Expandable Interbody Platform Technologies

By Julie A. Vetalice

SeaSpine (SPNE) entered into a definitive agreement to acquire NLT Spine, developer of minimally invasive spine surgery devices, for cash, stock and milestone payments valued up to US $52.5MM. This is SeaSpine's first strategic acquisition as a standalone company.

Acquisition terms include an upfront cash payment, issuance of common stock upon achievement of a near-term regulatory milestone, longer-term commercially-based milestone payments and future revenue-based royalties.

At initial closing, SPNE will pay US $1MM in cash and as additional consideration, contingent asset purchase payments equal to declining percentages of future net sales not to exceed $43.0MM in the aggregate. Additional contingent payments of $5 million in cash and $3.5 million in stock may occur based upon commercial and regulatory milestones. SPNE has the option to terminate any future obligation of contingent payments by making a one-time cash payment to NLT of $18.0MM.

SPNE's commercial launch of the first NLT product is expected in 1H17.

NLT's name represents "non-linear technologies," and its platforms include vertical, lordotic and footprint expanding interbody technologies for lumbar fusion.

NLT was founded in 2006. The company received its first FDA 510(k) clearance in 2011 for the PROW FUSION™ Transforaminal Lumbar Interbody Fusion device, followed in 2012 by CE Mark Approval and 510(k) clearance for the eSPIN™ powered discectomy system for use with PROW. FDA clearance for next-gen designs occurred in 2013, the same year in which NLT opened its U.S. subsdiary.

Sources: SeaSpine CorporationForm 8-K, SEC.gov; ORTHOWORLD Inc.

Product Labels: Spinal Fusion

Tags: M&A