SCHEDULE 13D/A: OrbiMed Entities Divest Entire Stake in Xtant Medical Holdings, Cease to Be 5% Beneficial Owners

OrbiMed Advisors LLC and OrbiMed ROF II LLC have filed an exit Schedule 13D/A, reporting the sale of their entire beneficial ownership in Xtant Medical Holdings, Inc., reducing their stake to 0%.

Summary

• OrbiMed Advisors LLC and OrbiMed ROF II LLC (collectively, the "Reporting Persons") have filed Amendment No. 13 to their Statement on Schedule 13D.
• This Amendment No. 13 serves as an exit filing, indicating that the Reporting Persons have ceased to be the beneficial owners of more than 5% of the common stock of Xtant Medical Holdings, Inc.
• On April 10, 2025, ROS Acquisition Offshore LP, an entity managed by OrbiMed Advisors, sold 56,004,974 shares of Xtant Medical Holdings, Inc. common stock at a price of $0.42 per share.
• Concurrently on April 10, 2025, OrbiMed Royalty Opportunities II, LP (ORO II), for which OrbiMed ROF II LLC is the general partner, sold 17,109,618 shares at $0.42 per share.
• Following these transactions, the Reporting Persons' aggregate beneficial ownership in Xtant Medical Holdings, Inc. is 0 shares, representing 0.0% of the issued and outstanding common stock.
• The total outstanding shares of Xtant Medical Holdings, Inc. were reported as 139,067,915 in the Issuer's Annual Report on Form 10-K filed with the SEC on March 6, 2025.

Sentiment

Score: 3

Explanation: The complete divestment of a significant stake by OrbiMed, a prominent healthcare investor, suggests a negative outlook from their perspective on Xtant Medical Holdings, Inc.'s future performance or valuation, which is a bearish signal for the company.

Negatives

• The complete divestment of a significant stake by a major institutional investor like OrbiMed could be perceived negatively by the market, potentially signaling a lack of confidence in Xtant Medical Holdings, Inc.'s future prospects by that investor.

Future Outlook

The document primarily details a past transaction (divestment of shares) by the Reporting Persons. While it includes boilerplate language that the Reporting Persons may review their investment and potentially acquire shares in the future if attractive, it does not provide any specific forward-looking statements or guidance regarding Xtant Medical Holdings, Inc.'s business, financial performance, or strategic outlook.

Industry Context

This filing is a disclosure of a change in beneficial ownership by an institutional investor and does not provide specific analysis of Xtant Medical Holdings, Inc.'s position within the broader medical device or healthcare industry, nor does it discuss industry trends or competitors.

Stakeholder Impact

• Shareholders: The divestment by a major institutional investor may lead to negative market sentiment and potentially impact the company's share price due to perceived loss of investor confidence.

Next Steps

• The Reporting Persons state they will continue to review their investment in the Issuer based on various factors and may take future actions, including potentially acquiring shares if deemed attractive, though their current action is a complete divestment.

Key Dates

Recommendation

Keywords

Xtant Medical Holdings, OrbiMed Advisors, OrbiMed ROF II, Schedule 13D/A, beneficial ownership, divestment, common stock, medical devices, healthcare investment