ATEC Terminates Agreement to Acquire EOS Imaging
April 27 2020 - 1:00AM
Alphatec Holdings, Inc. (“ATEC” or the “Company”) (Nasdaq:
ATEC), a medical device company dedicated to revolutionizing the
approach to spine surgery, announced today that it has terminated
the Tender Offer Agreement (“TOA”), dated February 26, 2020, under
which it was to acquire EOS imaging, SA (“EOS”), for up to $88
million, plus debt retirement of $33.9 million, in a combination of
cash and equity.
This decision follows ATEC’s consideration and
analysis of the expected ongoing market effects of the COVID-19
pandemic. Based upon its assessment, ATEC concluded that a
“Material Adverse Effect” (as defined in the TOA) has occurred,
resulting in circumstances that are no longer conducive to
completion of the transaction described in the TOA. ATEC
notified EOS of its termination decision, as required by the TOA,
in a letter dated April 24, 2020.
“This has been a difficult, disappointing
decision,” said Pat Miles, ATEC’s Chairman and Chief Executive
Officer. “Both companies have worked so hard and so
cooperatively, over many months, to bring this transaction
together. On behalf of the entire ATEC Family, I want to personally
thank EOS for its commitment and hospitality throughout this
process. It has been a thrill for me and other members of
ATEC leadership to engage directly with so many of the talented EOS
team members, and to see firsthand their prowess and passion for
their work – attributes both our companies share. While the
acquisition is no longer feasible as contemplated, I continue to
believe that ATEC’s and EOS’s interests are best served through a
strategic collaboration. I have shared my belief with EOS
leadership, and look forward to the opportunity to continue to
explore ways that our companies can work together to bring informed
operative experiences to spine.”
In connection with the termination of the TOA,
ATEC and Perceptive Credit Holdings III, LP, have agreed to
terminate the commitment letter for up to $160 million in secured
debt financing, which was intended to retire ATEC’s existing credit
facilities and fund the cash required to complete the acquisition
of EOS. The Company’s current credit facilities with MidCap Funding
IV, LLC and Squadron Medical Finance Solutions, LLC (“Squadron”)
remain in place.
“We continue to believe that there is tremendous
strategic value in an ongoing relationship between ATEC and EOS,
which could enable growth acceleration for both companies,” said
Sam Chawla, Portfolio Manager, Perceptive Advisors. “Our confidence
in ATEC and its management team remains strong, and we look forward
to future opportunities to provide our support.”
About Alphatec Holdings,
Inc.
Alphatec Holdings, Inc. (ATEC), through its
wholly-owned subsidiaries, Alphatec Spine, Inc. and SafeOp
Surgical, Inc., is a medical device company dedicated to
revolutionizing the approach to spine surgery through clinical
distinction. ATEC architects and commercializes approach-based
technology that integrates seamlessly with the SafeOp Neural
InformatiX System to provide real-time, objective nerve information
that can enhance the safety and reproducibility of spine surgery.
Additional information can be found at www.atecspine.com.
About EOS imaging
Based in Paris, EOS imaging is a global
medical device company that develops and markets advanced imaging
and image-based solutions for musculoskeletal pathologies and
orthopedic surgical care. EOS imaging strives to contribute to
the improvement of patient treatments and outcomes through safe
imaging, complete and precise image-based data and surgical
planning based on relevant 3D patient anatomies. Additional
information can be found at www.EOS-imaging.com.
About Perceptive
Advisors
Founded in 1999 and based in New York,
NY, Perceptive Advisors is an investment management firm
with over $5 billion in assets whose activities are
focused on supporting the progress of the life sciences industry by
identifying opportunities and directing financial resources to the
most promising technologies in healthcare. Additional information
can be found at www.perceptivelife.com.
Forward Looking Statements
This press release contains "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995 that involve risks and uncertainty. Such
statements are based on management's current expectations and are
subject to a number of risks and uncertainties that could cause
actual results to differ materially from those described in the
forward-looking statements. The Company cautions investors that
there can be no assurance that actual results will not differ
materially from those projected or suggested in such
forward-looking statements as a result of various factors.
Forward-looking statements contained herein include, but are not
limited to, references to potential, future strategic and/or
financing collaborations and any potential benefits or synergies
resulting therefrom. The important factors that could cause
actual results to differ significantly from those expressed or
implied herein, and a description of those and other factors, risks
and uncertainties can be found in the Company's most recent annual
report, and any subsequent quarterly and current reports, filed
with the Securities and Exchange Commission. ATEC disclaims
any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events,
or otherwise, unless required by law.
Investor/Media Contact:
Josh BergInvestor Relations (760)
494-6790ir@atecspine.com
Company Contact:
Jeff BlackChief Financial OfficerAlphatec
Holdings, Inc. ir@atecspine.com
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