Bacterin International Holdings Closes Offering of $65 Million of 6.00% Convertible Senior Notes
BELGRADE, Mont., July 31, 2015 (GLOBE NEWSWIRE) — Bacterin International Holdings, Inc. (OTCQX:BONE), a leader in the development of revolutionary bone graft material, has announced the closing of its previously announced offering of $65 million aggregate principal amount of convertible senior unsecured notes due 2021 (the “Notes”). The Notes were offered and sold to “qualified institutional buyers” (as defined in Rule 144A under the Securities Act of 1933, as amended). Bacterin has granted the investment banking firm serving as initial purchaser a 30-day option to purchase up to an additional $9.75 million aggregate principal amount of Notes.
The Notes are the unsecured, unsubordinated obligations of the company, and bear interest at a rate of 6.00% per year. Following the first interest payment date, which will be on April 15, 2016, interest on the Notes will be payable semiannually in arrears on January 15 and July 15 of each year. At any time prior to the close of business on the second business day immediately preceding the maturity date, holders of the Notes may convert their Notes into shares of Bacterin common stock (together with cash in lieu of fractional shares) at an initial conversion rate of 257.5163 shares per $1,000 principal amount of Notes (which represents an initial conversion price of approximately $3.88 per share).
Bacterin estimates that the net proceeds of the offering will be approximately $62.8 million (or approximately $72.2 million if the initial purchaser’s option to purchase additional Notes is exercised in full), after deducting the initial purchaser’s discounts and commissions and estimated offering expenses payable by Bacterin. Bacterin used a portion of the net proceeds of the offering to fund the cash portion of the purchase price for its acquisition of X-spine Systems, Inc., announced previously, and intends to use the remaining proceeds for general corporate purposes.
This announcement is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. Any offer of the securities will be made only by means of a private offering memorandum. The offer and sale of the Notes and the shares of common stock issuable upon conversion of the Notes have not been registered under the Securities Act or any state securities laws, and, unless so registered, the Notes and the shares issuable upon conversion of the Notes may not be offered or sold in the United States or to U.S. persons except pursuant to an exemption from the registration requirements of the Securities Act and applicable state laws.
About Bacterin International Holdings
Bacterin International Holdings, Inc. (OTCQX:BONE) develops, manufactures and markets biologics products to domestic and international markets. Bacterin’s proprietary methods optimize the growth factors in human allografts to promote bone growth, subchondral repair and dermal growth. These products are used in a variety of applications including enhancing fusion in spine surgery, relief of back pain, promotion of bone growth in foot and ankle surgery, promotion of cranial healing following neurosurgery and subchondral repair in knee and other joint surgeries.
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