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Published on 7/28/2015 in the Prospect News PIPE Daily.

Bacterin details $65 million sale of 6% convertible notes due 2021

Leerink Partners acts as initial purchaser of notes

By Stephanie N. Rotondo

Phoenix, July 28 – Bacterin International Holdings, Inc. released fresh details on its $65 million private placement of 6% convertible senior unsecured notes due 2021 in an 8-K filed with the Securities and Exchange Commission on Tuesday.

The deal priced Monday.

Of the $65 million, a total of $52 million was set aside for certain funds advised by OrbiMed Advisors LLC, an existing stockholder.

Leerink Partners LLC was the sole initial purchaser.

The Rule 144A deal has a $9.75 million 30-day over-allotment option, which will be offered to the initial purchaser.

Holders may convert their notes into common shares at an initial conversion rate of 257.5163 shares per $1,000 principal amount, representing an initial conversion price of about $3.88 per share, a 22.5% premium to the closing share price of $3.17 on Monday.

Proceeds will be used for the cash portion of the purchase price for Bacterin’s acquisition of X-spine Systems, Inc. and for general corporate purposes.

Belgrade, Mont.-based Bacterin develops, manufactures and markets biologics products to optimize the growth factors in human allografts to promote bone growth, subchondral repair and dermal growth.

Issuer:Bacterin International Holdings, Inc.
Securities:Convertible senior unsecured notes
Amount:$65 million
Greenshoe:$9.75 million
Maturity:July 15, 2021
Initial purchaser:Leerink Partners LLC
Investor:OrbiMed Advisors LLC (for $52 million)
Coupon:6%, payable on April 15, 2016, then semiannually on Jan. 15 and July 15 of each year
Conversion premium:22.5%
Conversion price:$3.88 (approximate)
Conversion ratio:257.5163 shares per $1,000 principal amount
Warrants:No
Distribution:Rule 144A
Pricing date:July 27
Stock symbol:NYSE: BONE
Stock price:$3.17 at close July 27
Market capitalization:$27.95 million

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