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Published on 7/11/2023 in the Prospect News Distressed Debt Daily.

Surgalign, stalking horse extend termination date under agreement

By Sarah Lizee

Olympia, Wash., July 11 – Surgalign Holdings, Inc. and stalking horse bidder Xtant Medical Holdings, Inc. amended their stalking horse agreement on Monday, according to documents filed with the U.S. Bankruptcy Court for the Southern District of Texas.

Through the amendment, the company and Xtant agreed to extend the date by which the Xtant may terminate the asset purchase agreement in the event that the disclosure schedules provided by Surgalign are not satisfactory to Xtant to 6 p.m. ET on July 20 from 6 p.m. ET on July 10.

Also, the parties agreed to amend the agreement to clarify the scope of the mutual releases contained in the asset purchase agreement.

As previously reported, the company said it has entered into an asset purchase agreement to sell substantially all of its U.S. hardware and biomaterials assets and the equity interests in non-debtor entities related to its hardware business outside of the United States to Xtant for $5 million.

The proposed sale process also encompasses the company’s other assets that are not the subject of the asset purchase agreement with Xtant.

There is a $150,000 breakup fee and an up to $150,000 expense reimbursement under the stalking horse agreement.

The company is proposing to offer a 3% breakup fee and an up to 2% expense reimbursement for any stalking horse agreement relating to non-hardware assets.

Under the bid procedures, the bid deadline is set for 5 p.m. ET on July 26, an auction is scheduled for July 28, and a sale hearing will take place on Aug. 8.

The company is hoping to close the sale by Sept. 1.

Surgalign Holdings is a Deerfield, Ill.-based medical technology company. The company filed bankruptcy on June 19 under Chapter 11 case number 23-90731.


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