The next dialogue of our monetary situation and outcomes of operations
needs to be learn at the side of the monetary statements and the notes to
these statements showing elsewhere on this Annual Report on Kind 10-Okay. A few of
the data contained on this dialogue and evaluation or set forth elsewhere
on this report embody the identification of sure tendencies and different statements
that will predict or anticipate future enterprise or monetary outcomes which are
topic to essential components that might trigger our precise outcomes to vary
materially from these indicated. See "Merchandise 1A Threat Components" included elsewhere
on this Annual Report on Kind 10-Okay.

Overview

We're a medical expertise firm targeted on the design, improvement, and
development of expertise for higher surgical remedy of spinal issues. We
are devoted to revolutionizing the method to backbone surgical procedure via scientific
distinction. Now we have a broad product portfolio designed to deal with the bulk
of the U.S. marketplace for spinal issues. We're targeted on creating new
approaches that combine seamlessly with the SafeOp Neural InformatiX System to
safely and reproducibly deal with backbone's varied pathologies and obtain the targets
of backbone surgical procedure. Our final imaginative and prescient is to be the usual bearer in Backbone.

We intend to drive progress by capitalizing on our collective backbone expertise and
investing within the analysis and improvement to repeatedly differentiate our
options and enhance backbone surgical procedure. We imagine our future success will probably be
fueled by introducing market-shifting innovation to the backbone market, and that
we're well-positioned to capitalize on present backbone market dynamics.

We market and promote our merchandise within the U.S. via a community of unbiased
distributors and direct gross sales representatives. An goal of our management
staff is to ship more and more constant, predictable progress. To perform
this, we now have partnered extra carefully with new and present distributors to
create a extra devoted and dependable gross sales channel for the long run. Now we have added,
and intend to proceed so as to add, new high-quality unique and devoted
distributors to broaden future progress. We imagine it will enable us to achieve an
untapped market of surgeons, hospitals, and nationwide accounts throughout the U.S.,
in addition to higher penetrate present accounts and territories.

Now we have continued to make progress within the transition of our gross sales channel since
early 2017, driving the p.c of gross sales contributed by our strategic
distribution channel from roughly 88% for the 12 months ended December 31, 2019
to 92% for the 12 months ended December 31, 2020. Going ahead, we intend to
proceed to relentlessly drive towards a completely unique community of unbiased
and direct gross sales brokers. Consolidation within the trade has facilitated this
course of, as massive, seasoned brokers search alternatives to associate with
spine-focused corporations which have broad, rising product portfolios.

Current developments

EOS acquisition mission

On December 16, 2020, we entered right into a Tender Provide Settlement (the "Tender
Provide Settlement") with EOS imaging S.A., a société anonyme organized and
present beneath the legal guidelines of France ("EOS"), pursuant to which we are going to begin a
public tender supply (the "Provide") to buy all the issued and excellent
strange shares, nominal worth €0.01 per share (collectively, the "EOS Shares"),
and excellent convertible bonds (collectively, the "OCEANEs") of EOS. The
Provide will include a money tender supply value of €2.45 (or roughly
$2.99) per EOS Share and €7.01 (or roughly $8.55) per OCEANE, (the "Provide
Consideration"), for a complete buy value of as much as roughly $116.9
million. The Provide will must be filed with and cleared by the Autorité des
marches financiers (the "AMF"). These Tender Commitments will terminate if (i)
the Tender Provide Settlement is terminated, (ii) the Provide is withdrawn by the
Firm pursuant to relevant French legal guidelines and laws, or (iii) the Provide
is just not declared profitable by the AMF because of sure circumstances failing
to be happy or waived.

On March 5, 2021, we filed a draft supply with the AMF associated to our Tender
Provide Settlement with EOS to buy all the EOS Shares and OCEANEs. The
Tender Provide Settlement is topic to clearance by the French Ministry of the
Financial system and Finance and AMF. We anticipate the transaction to shut within the second
quarter of 2021.

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In reference to the Provide, on December 16, 2020, we entered right into a securities
buy settlement (the "Buy Settlement") with sure institutional and
accredited buyers, together with Squadron Capital, LLC (collectively, the
"Purchasers"), offering for the sale by the Firm of 12,421,242 shares of our
widespread inventory (the "Non-public Placement Shares") at a purchase order value of $11.11 per
share (the "Non-public Placement Buy Worth"), in a non-public placement (the
"Non-public Placement"). The combination gross proceeds for the Non-public Placement
will probably be roughly $138.0 million. We intend to make use of the online proceeds from the
Non-public Placement to fund the Provide Consideration and for common company and
working capital functions. Pursuant to the phrases of the Buy Settlement, from
the Non-public Placement Closing till the completion of the Provide, we're
prohibited from issuing, or getting into into any settlement to subject, or asserting
the issuance or proposed issuance of, any shares of our widespread inventory or widespread
inventory equivalents, topic to sure permitted exceptions. If the Tender Provide
Settlement is terminated or the Provide is just not accomplished on or earlier than July 31,
2021, we are going to repurchase the Non-public Placement Shares from the Purchasers, as soon as
issued, for an quantity per share equal to the Non-public Placement Buy Worth
plus curiosity on the Non-public Placement Buy Worth at a price of 9 p.c
per 12 months computed from the date of the Non-public Placement Closing to the date of
the repurchase.

Certain March 1, 2021 we closed the non-public placement which generated proceeds of roughly $ 132.0 million, web of prices associated to the non-public placement.

Comply with-up registered public supply

On October 16, 2020, we closed the 2020 Providing the place we issued and offered a
whole of 13,142,855 shares of our widespread inventory at a value to the general public of $8.75
per share. The online proceeds from the 2020 Providing have been roughly $107.7
million, together with web proceeds from the overallotment shares and deducting
underwriting reductions and commissions and estimated providing bills payable
by us.

The COVID-19 Pandemic

The COVID-19 pandemic had a reasonable affect on our enterprise in 2020. Because the
onset of the pandemic in early 2020, we now have fastidiously monitored its affect on
our operations. Now we have taken steps to reduce the danger to our staff. A
vital variety of our staff have been working remotely, apart from
sure employees that require entry to our manufacturing and laboratory analysis
amenities, in accordance with relevant authorities well being and security protocols
and steerage issued in response to the COVID-19 pandemic. Thus far, our distant
working preparations haven't affected our capacity to keep up crucial enterprise
operations, and we now have not skilled any materials disruptions or shortages of
the provision of our merchandise.

Because the starting of the COVID-19 pandemic, we now have seen volatility in gross sales
tendencies as elective surgical procedures that use our merchandise have been affected by
COVID-19, notably within the early phases of the pandemic. Demand has since
recovered to various levels by product as native circumstances have improved in
some geographies that opened after an preliminary enchancment in COVID-19 an infection
charges, permitting surgeons to renew surgical procedures. In the course of the second half of the
12 months, procedural volumes returned to pre-pandemic ranges. Just lately, greater charges
of an infection have been noticed in some geographies, together with the USA
and Europe, which have additional restricted elective surgical procedures, though to not
the extent skilled within the early phases of the pandemic. We anticipate to see
continued volatility via no less than the period of the pandemic as
governments reply to present native circumstances. The depth and extent to which
the COVID-19 pandemic will proceed to affect particular person markets continues to
fluctuate. We anticipate procedural volumes to stay considerably troublesome to estimate as
COVID-19 infections proceed to unfold and the roll-out of a vaccine stays
unsure.

We proceed to imagine that present funds, money generated from operations and
present sources of and entry to financing are ample to fulfill our wants
for working capital, capital expenditures and debt service necessities as properly
as to interact in different enterprise initiatives that we plan to strategically pursue.



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Elements of earnings and expenditure

Here’s a description of the principle elements of our earnings and bills:

Income. We derive our income primarily from the sale of spinal surgical procedure
implants used within the remedy of backbone issues. Spinal implant merchandise
embody pedicle screws and complementary implants, interbody units, plates,
and tissue-based supplies. Our income is generated by our direct gross sales power
and unbiased distributors. Our merchandise are requested instantly by surgeons
and shipped and billed to hospitals and surgical facilities. At present, most of our
enterprise is performed with clients inside markets through which we now have expertise
and with cost phrases which are customary to our enterprise. We could defer income
till the time of assortment if circumstances associated to cost phrases, regional
market danger or buyer historical past point out that collectability is just not sure.

Price of income. Price of income consists of direct product prices, royalties,
milestones and the amortization of bought intangibles. Our product prices
consist primarily of direct labor, overhead, and uncooked supplies and elements.
The product prices of sure of our biologics merchandise embody the price of
procuring and processing human tissue. We incur royalties associated to the
applied sciences that we license from others and the merchandise which are developed in
half by surgeons with whom we collaborate within the product improvement course of.
Amortization of bought intangibles consists of amortization of developed
product expertise.

Analysis and improvement bills. Analysis and improvement expense consists of
prices related to the design, improvement, testing, and enhancement of our
merchandise and applied sciences. Analysis and improvement expense additionally contains
salaries and associated worker advantages, research-related overhead bills, charges
paid to exterior service suppliers in each money and fairness, and prices related
with our Scientific Advisory Board and Government Surgeon Panels.

Gross sales, common and administrative bills. Gross sales, common and administrative
expense consists primarily of salaries and associated worker advantages, gross sales
commissions and assist prices, depreciation of our surgical devices,
regulatory affairs, high quality assurance prices, skilled service charges, journey,
medical schooling, commerce present and advertising and marketing prices, insurance coverage and authorized bills.

Litigation prices. Litigation prices are prices incurred for our ongoing litigation, primarily with NuVasive, Inc.

Transaction-related bills. Transaction-related bills are sure prices
incurred all year long associated to the prior tender supply settlement entered
into with EOS on February 28, 2020, which was subsequently terminated by the
Firm in response to the then-expected market results of the COVID-19 pandemic
on April 24, 2020, in addition to prices incurred associated to the renewed tender supply
settlement entered into with EOS on December 16, 2020. These bills primarily
embody third-party advisory and authorized charges.

Restructuring prices. Restructuring prices embody severance, worker advantages and associated taxes associated to our historic price rationalization efforts.

Loss on debt extinguishment. Loss on debt extinguishment is comprised of all
quantities beforehand recorded as debt issuance prices associated to the MidCap Funding
IV, LLC ("MidCap") facility that was repaid in full in addition to quantities
related to Squadron Medical partial debt extinguishment.

Whole curiosity and different fees, web. Whole curiosity and different web fees embody curiosity earnings, curiosity expense, good points and losses from forex exchanges and different non-operating good points and losses.

Earnings tax provision (profit). Earnings tax provision (profit) from persevering with
operations primarily consists of launch of the valuation allowance from the
SafeOp acquisition, partially offset by state taxes.

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Outcomes of operations

The primary desk beneath presents our statements of working knowledge for the durations introduced. Our historic outcomes usually are not essentially consultant of the outcomes of operations that may be anticipated sooner or later.

                                                                                      Enhance
                                                 12 months Ended December 31,             (Lower)
                                                  2020              2019            $           %
                                                     (in 1000's)
Income:
Income from U.S. merchandise                    $    141,079$  108,242$  32,837         30 %
Income from worldwide provide settlement          3,782            5,185        (1,403 )      (27 )%
Whole income                                      144,861          113,427        31,434         28 %
Price of income                                     42,360           35,833         6,527         18 %
Gross revenue                                       102,501           77,594        24,907         32 %
Working bills:
Analysis and improvement                            18,745           13,849         4,896         35 %
Gross sales, common and administrative                  129,156          101,714        27,442         27 %
Litigation-related                                   8,552            8,549             3          - %
Amortization of acquired intangible belongings             688              698           (10 )       (1 )%
Transaction-related                                  4,223                -         4,223        100 %
Restructuring                                            -               60           (60 )     (100 )%
Whole working bills                           161,364          124,870        36,494         29 %
Working loss                                     (58,863 )        (47,276 )     (11,587 )       25 %
Curiosity and different expense, web:
Curiosity expense, web                              (12,374 )         (9,865 )      (2,509 )       25 %
Loss on debt extinguishment                         (7,612 )              -        (7,612 )      100 %
Whole curiosity and different expense, web              (19,986 )         (9,865 )     (10,121 )      103 %
Loss from persevering with operations earlier than
taxes                                              (78,849 )        (57,141 )     (21,708 )       38 %
Earnings tax provision (profit)                         145             (239 )         384        161 %
Loss from persevering with operations                    (78,994 )        (56,902 )     (22,092 )       39 %
Loss from discontinued operations, web of
relevant taxes                                         -             (100 )         100       (100 )%
Internet loss                                      $    (78,994 )$  (57,002 )$ (21,992 )       39 %


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                                                                                       Enhance
                                                   12 months Ended December 31,            (Lower)
                                                     2020             2019           $           %
Income by supply:                                      (in 1000's)
Income from U.S. merchandise                       $    141,079$ 108,242$ 32,837        30 %
Income from worldwide provide settlement             3,782           5,185       (1,403 )     (27 )%
Whole income                                    $    144,861$ 113,427$ 31,434        28 %

Gross revenue by supply:
Gross revenue from U.S. merchandise                  $    102,248$  77,235$ 25,013        32 %
Gross revenue from worldwide provide
settlement                                                 253             359         (106 )     (30 )%
Whole gross revenue                               $    102,501$  77,594$ 24,907        32 %

Gross revenue margin by supply:
Gross revenue margin from U.S. merchandise                     73 %            71 %                    2 %
Gross revenue margin from worldwide provide
settlement                                                   7 %             7 %                    - %
Whole gross revenue margin                                  71 %            68 %                    3 %

Finish of 12 months December 31, 2020 In comparison with the tip 12 months December 31, 2019

Whole income. The entire earnings was $ 144.9 million for the 12 months ended December 31, 2020 in comparison with $ 113.4 million for the 12 months ended December 31, 2019, which represents a rise of $ 31.4 million, or 28%.

Earnings from we merchandise was $ 141.1 million for the 12 months ended December 31, 2020 in comparison with $ 108.2 million for the 12 months ended December 31, 2019, which represents a rise of $ 32.8 million, or 30%.

In the course of the 12 months ended December 31, 2020 we launched a complete of 11 new merchandise,
bringing our whole choices to over 70 merchandise throughout our varied product
classes, of which over 30 have been new merchandise launched between July 2018 and
December 2020. Because of the enlargement of our product portfolio we proceed
to see will increase in year-over-year income contributions from our new product
pipeline as product classes per case, common income per case, and income
per surgeon continues to extend, according to our commitments to create
scientific distinction via natural product improvement and compel surgeon
adoption. For the 12 months ended December 31, 2020, income contributions from our
new merchandise represented roughly 67% of U.S. income in comparison with 37% for
the 12 months ended December 31, 2019, with common product classes offered per case
growing to 1.9 through the 12 months ended December 31, 2020 in comparison with 1.7 throughout
the 12 months ended December 31, 2019. Because of the will increase in our new
product contributions and common product classes offered per case, common
income per case elevated by 13% for the 12 months ended December 31, 2020 as
in comparison with the 12 months ended December 31, 2019. Info associated to income
from every of our product classes is detailed additional beneath (in 1000's):

                                                                                      Enhance
                                           12 months Ended December 31,                   (Lower)
                                        2020                    2019                $           %
U.S. revenues by product kind:
Fixation                         $  81,735        58 %   $  67,175        62 %   $ 14,560        22 %
Interbody                           42,381        30 %      31,940        30 %     10,441        33 %
Biologics                            7,270         5 %       5,624         5 %      1,646        29 %
Entry Methods                       2,313         2 %       1,218         1 %      1,095        90 %
Info                          7,380         5 %       2,285         2 %      5,095       223 %
Whole U.S. revenues              $ 141,079       100 %   $ 108,242       100 %   $ 32,837        30 %

Along with will increase in income contributions associated to our product portfolio, contributions from our strategic distribution channel additionally elevated through the 12 months ended. December 31, 2020, as we proceed to construct

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partnerships with new surgeons and distributor companions, driving progress in our
gross sales community and distribution channel, and geographic footprint. In the course of the
12 months ended December 31, 2020, the variety of surgeon companions using our
merchandise elevated by over 10%, and our strategic distribution partnerships
elevated by over 27%, as in comparison with the 12 months ended December 31, 2019. As a
consequence, contributions to U.S. income from our strategic distribution channel
elevated to 92% through the 12 months ended December 31, 2020 in comparison with 88% for the
12 months ended December 31, 2019. Info associated to income contributions from
each our strategic and legacy distribution partnerships is detailed additional
beneath (in 1000's):



                                                                                        Enhance
                                        12 months Ended December 31,                        (Lower)
                                    2020                        2019                 $            %
U.S. income by
distributor kind:
Strategic                  $ 129,917           92 %    $  95,051           88 %   $ 34,866           37 %
Legacy and terminated         11,162            8 %       13,191          

12 %     (2,029 )      (15.4 )%
Whole U.S. income         $ 141,079          100 %    $ 108,242          100 %   $ 32,837           30 %




Income from worldwide provide settlement for the 12 months ended December 31,
2020, which is attributed to gross sales to Globus beneath which we provide to Globus
sure of its implants and devices at agreed-upon costs for a minimal time period
of three years, decreased by $1.4 million in comparison with the 12 months ended December
31, 2019. As a part of the provision settlement, Globus had the choice to increase the
time period for as much as two extra twelve-month durations topic to Globus assembly
specified buy necessities. In the course of the second quarter of 2020, Globus
notified us that it will train the choice to increase the settlement for the
second extra twelve-month interval via August 2021, at which era we
anticipate that the provision settlement will expire and income from Globus will
discontinue.

Price of earnings. Price of earnings for the 12 months ended December 31, 2020 elevated by $ 6.5 million, or 18%, primarily on account of elevated gross sales and extra and obsolescence bills associated to new and outdated merchandise.

Price of income from U.S. merchandise for the 12 months ended December 31, 2020
elevated to $38.8 million in comparison with $31.0 million for the 12 months ended
December 31, 2019, which is according to our year-over-year income progress.
Moreover, our non-cash extra and obsolescence expense, which is primarily
associated to the part out of older legacy merchandise decreased to $7.0 million for
the 12 months ended December 31, 2020 from $8.6 million for the 12 months ended
December 31, 2019, a lower of $1.6 million, or 19%.

Price of income from the worldwide provide settlement for the 12 months ended
December 31, 2020 decreased to $3.5 million in comparison with $4.8 million for the
12 months ended December 31, 2019. The lower is primarily on account of a discount in
gross sales quantity and associated prices beneath the provision settlement with Globus.

Gross revenue. Gross revenue was $ 102.5 million for the 12 months ended December 31, 2020 in comparison with $ 77.6 million for the 12 months ended December 31, 2019, which represents a rise of $ 24.9 million, or 32%.

Gross revenue margin from U.S. product income elevated by roughly 2% for
the 12 months ended December 31, 2020 in comparison with the 12 months ended December 31, 2019.
The change in gross revenue margin from U.S. product income was primarily
attributed to the discount in non-cash extra and obsolescence expense,
partially offset by a rise in amortization expense associated to our SafeOp
Neural InformatiX system and product combine.

No modifications have been made to the gross revenue margin in opposition to the worldwide sourcing settlement for the 12 months ended December 31, 2020 in comparison with the 12 months ended
December 31, 2019.

Analysis and improvement bills. Analysis and improvement bills elevated
by $4.9 million, or 35%, primarily associated to the hiring of recent personnel and
new mission prices, partially offset by decreases in different varied analysis and
improvement initiatives. We anticipate analysis and improvement bills to extend
in future durations as we proceed to rent extra engineering and improvement
expertise and spend money on our product pipeline.

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Gross sales, common and administrative bills. Gross sales, common and administrative
bills elevated $27.4 million, or 27% through the 12 months ended December 31, 2020
as in comparison with the 12 months ended December 31, 2019. The rise was primarily
associated to commissions, gross sales compensation, stock-based compensation, and
variable promoting bills related to the rise in U.S. product income,
and along with our continued funding in constructing our strategic
distribution channel. Moreover, we now have elevated our funding in our
gross sales and advertising and marketing capabilities by growing headcount to assist the expansion of
our enterprise. We anticipate our gross sales, common and administrative bills to
proceed to extend as we proceed to spend money on our enterprise infrastructure to
gasoline our natural progress, along with will increase in our variable promoting
bills associated to our projected improve in U.S. product income. As we
proceed to make investments in our enterprise infrastructure and obtain our
projected future income progress, we anticipate to achieve higher operational
efficiencies and in flip, elevated working leverage on the fastened prices
related to our gross sales, common and administrative bills, that are
at the moment 92% of U.S. product income.

Litigation prices. Litigation prices elevated by a negligible quantity and have been primarily associated to our pending litigation with NuVasive, Inc. and fluctuations within the timing of associated authorized actions.

Amortization of acquired intangible belongings. Amortization of acquired intangible belongings was $ 0.7 million for the 2 accomplished years December 31, 2020 and
December 31, 2019. The expense represents the amortization over the interval for intangible belongings related to common enterprise belongings, mental property, licenses and different belongings obtained via acquisitions and licensing agreements.

Transaction-related bills. Transaction-related bills of $4.2 million are
prices incurred all year long associated to the prior tender supply settlement
entered into with EOS on February 28, 2020, which was subsequently terminated by
the Firm in response to the then-expected market results of the COVID-19
pandemic on April 24, 2020, in addition to prices incurred associated to the renewed
tender supply settlement entered into with EOS on December 16, 2020. These
bills primarily embody third-party advisory and authorized charges.

Whole curiosity and different expense, web. Whole curiosity and different expense, web
elevated $10.1 million, or 103%, primarily on account of curiosity expense on new debt
preparations, extra attracts on present agreements, a loss on debt
extinguishment associated to the payoff of the MidCap facility within the second
quarter of 2020, and quantities related to the partial extinguishment of our
time period mortgage with Squadron Medical within the fourth quarter of 2020.

Earnings tax provision. Earnings tax provision from persevering with operations elevated
$0.4 million, or 161%, primarily associated to a launch of the 2018 earnings tax
profit acknowledged as a part of the acquisition of SafeOp.

Liquidity and capital sources

Our principal sources of liquidity are our present money and extra
borrowings out there beneath our Time period Mortgage. Our liquidity and capital construction
are evaluated frequently throughout the context of our annual working and strategic
planning course of. We contemplate the liquidity essential to fund our operations,
which embody working capital wants, investments in analysis and improvement,
investments in stock and instrument units to assist our clients, as properly
as different working prices. Our future capital necessities will rely upon many
components together with our price of income progress, the timing and extent of spending
to assist improvement efforts, the enlargement of gross sales, advertising and marketing and
administrative actions, and the timing of introductions of recent merchandise and
enhancements to present merchandise. As present borrowing sources grow to be due, we
could also be required to entry the capital markets for extra funding. If we're
required to entry the debt market, we must always be capable of safe cheap
borrowing charges.

Money was $107.8 million and $47.1 million at December 31, 2020 and December 31,
2019, respectively, and out there borrowings beneath our Time period Mortgage have been $40.0
million and $20.0 million at December 31, 2020 and December 31, 2019,
respectively. The rise in money through the 12 months ended December 31, 2020 of
$60.7 million was primarily as a result of public providing that closed in October
2020, which raised $107.7 million in web proceeds. The $20.0 million improve in
out there borrowings beneath the Time period Mortgage through the 12 months ended December 31, 2020
is principally as a result of debt modification we entered into in December 2020; whereby,
we exchanged $30.0 million of excellent principal for our widespread inventory and
expanded the Time period Mortgage by $15.0 million. We imagine that our money readily available, and
the quantity out there to us beneath our Time period Mortgage will probably be enough to fund our
operations for at

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least the following twelve months subsequent to the date the consolidated monetary
statements are issued. We imagine that our present funds, money generated from
our operations and our present sources of and entry to financing are ample
to fulfill our wants for working capital, capital expenditure and debt service
necessities, and different enterprise initiatives we plan to strategically pursue.

Squadron medical credit score settlement, paycheck safety mortgage and different money owed and commitments

Now we have an $85.0 million Time period Mortgage with Squadron Medical which matures on June
30, 2026. The Time period Mortgage bears curiosity at London Interbank Supplied Fee
("LIBOR") plus 8.0% each year (topic to a 9.0% flooring and 12.0% ceiling).
Curiosity-only funds are due month-to-month till December 2023 and joined by $1.0
million month-to-month principal funds starting December 2023. Any remaining
principal quantities of the Time period Mortgage will probably be due on June 30, 2026. Along with
paying curiosity on excellent principal on the Time period Mortgage, we can pay a
dedication charge at a price of 1.0% each year to Squadron Medical in respect of the
unutilized Time period Mortgage. As collateral for the Time period Mortgage, Squadron Medical has a
first lien safety curiosity in considerably all of our belongings, apart from
accounts receivable. Our obligation excellent beneath the Time period Mortgage as of
December 31, 2020 was $45.0 million.

On April 23, 2020, we obtained the proceeds from a mortgage within the quantity of
roughly $4.3 million (the "PPP Mortgage") from Silicon Valley Financial institution, as lender,
pursuant to the Paycheck Safety Program ("PPP") of the Coronavirus Assist,
Aid, and Financial Safety Act (the "CARES Act"). The PPP Mortgage matures on
April 21, 2022 and bears curiosity at a price of 1.0% each year. Commencing August
21, 2021, we're required to pay the lender equal month-to-month funds of principal
and curiosity as required to completely amortize by April 21, 2022 the principal
quantity excellent on the PPP Mortgage as of the date prescribed by steerage issued
by the U.S. Small Enterprise Administration ("SBA"). The PPP Mortgage is evidenced by
a promissory word dated April 21, 2020, which accommodates customary occasions of
default regarding, amongst different issues, cost defaults and breaches of
representations and warranties. We could prepay the PPP Mortgage at any time previous to
maturity with no prepayment penalties.



All or a portion of the PPP Mortgage could also be forgiven by the SBA upon software. We
submitted our software for forgiveness of the mortgage in November 2020. Below
the CARES Act, mortgage forgiveness is accessible for the sum of documented payroll
prices, lined lease funds, lined mortgage curiosity and lined utilities
through the twenty-four-week interval, starting on the date of mortgage approval. For
functions of the CARES Act, payroll prices exclude compensation of a person
worker in extra of $100,000, prorated yearly. No more than 25% of the
forgiven quantity could also be for non-payroll prices. Forgiveness is diminished if
full-time headcount declines, or if salaries and wages for workers with
salaries of $100,000 or much less yearly are diminished by greater than 25%. Within the occasion
the PPP Mortgage, or any portion thereof, is forgiven pursuant to the PPP, the
quantity forgiven is utilized to excellent principal. We used all the proceeds
from the PPP Mortgage to retain staff and preserve payroll. Though we now have
utilized for mortgage forgiveness as afforded by the PPP, we can not present assurance
that such mortgage forgiveness will probably be granted in complete or partially.

We entered into an Stock Financing Settlement whereby we could draw as much as $6.0
million for the acquisition of stock to accrue curiosity at a price of LIBOR plus
8.0% each year, topic a ten.0% flooring and 13.0% ceiling. All principal will
grow to be due and payable upon maturity on November 6, 2023 and all curiosity will
be paid month-to-month. Ought to we elect to prepay the Squadron Medical Time period Mortgage, all
quantities due beneath the Stock Financing Settlement will grow to be mandatorily due.
Our obligation excellent beneath the Stock Financing Settlement as of
December 31, 2020 was $3.8 million.

From December 31, 2020, we now have completed $ 45.0 million in Orthotec settlement funds and an combination stays $ 12.8 million Orthotec settlement funds (together with curiosity) payable by us.

We entered right into a distribution settlement with a third-party supplier in January
2020 through which we're obligated to sure minimal buy necessities associated
to stock and gear leases. As of December 31, 2020, the minimal buy
dedication required by us beneath the settlement was $3.2 million to be paid over a
three-year interval.

Our varied debt agreements embody a number of occasion of default provisions, akin to
cost default, insolvency circumstances and a cloth opposed impact clause,
which may trigger curiosity to be charged at a price which is as much as 5

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share factors above the speed efficient instantly earlier than the occasion of
default or lead to our lenders' rights to declare all excellent obligations
instantly due and payable We have been in compliance with the covenants beneath the
credit score agreements at December 31, 2020.

Operational actions

We used web money of $46.4 million from working actions for the 12 months ended
December 31, 2020. Throughout this era, web money utilized in working actions
consisted of our web loss adjusted for $48.5 million of non-cash changes
together with amortization, depreciation, stock-based compensation, provision for
extra and out of date stock, curiosity expense associated to amortization of debt
low cost and issuance prices, debt extinguishment fees, loss on disposal of
devices, and $16.0 million use of money associated to working capital and different
belongings.

Investing Actions

We used money $ 23.9 million in investing actions for the 12 months ended
December 31, 2020, primarily for the acquisition of surgical devices to assist the business launch of recent merchandise.

Fundraising actions

Financing actions offered web money of $130.8 million for the 12 months ended
December 31, 2020, primarily associated to $107.7 million of proceeds from the 2020
Providing, $3.3 million from the train of inventory choices or warrants, $42.4
million in borrowings beneath strains of credit score, and $34.0 million in proceeds from
the issuance of time period debt, partially offset by $56.6 million in repayments beneath
present strains of credit score.

Contractual obligations and business commitments

Whole contractual obligations and business commitments at December 31, 2020
are summarized within the following desk (in 1000’s):

                                                                    Fee 

Due per 12 months

                                  Whole         2021         2022         2023         2024         2025        Thereafter
Paycheck Safety Program     $   4,271$  2,344$  1,927     $      -     $      -     $      -     $          -
Stock financing                 3,821            -            -        3,821            -            -                -
Squadron Medical Time period Mortgage         45,000            -            -        1,000       12,000       12,000           20,000
Curiosity expense                   20,782        5,091        4,499        4,463        3,522        2,416              791
Be aware payable for software program
agreements, insurance coverage
premiums and PP&E                   1,887        1,823           23           24           17            -                -
Capital lease obligations              74           37           37            -            -            -                -
Facility lease obligations
(1)                                30,943        1,552        2,977        3,025        3,116        3,209           17,064
Different buy commitments
and working lease
obligations                         3,392        3,392            -            -            -            -                -
Litigation settlement
obligations, gross (2)             12,833        4,000        4,400        4,400           33            -                -
Assured minimal royalty
obligations & milestones (3)        6,574          918          918          948          918        2,329              543
License settlement milestones
(4)                                 1,240           40          440          240          240           40              240
Whole                           $ 130,817$ 19,197$ 15,221$ 17,921$ 19,846$ 19,994$     38,638

(1) Contains the lease for our new head workplace which started in February

2021.

(2) Represents gross funds on account of Orthotec, LLC in accordance with a regulation

         and Launch Settlement, dated as of August 13, 2014, by and among the many
         Firm and its direct subsidiaries, together with Alphatec Backbone, Inc.,

CV of Alphatec Holdings Worldwide, Scient’x SAS and Surgiview

SAS; HealthpointCapital, LLC, HealthpointCapital Companions, LP,

HealthpointCapital Companions II, LP, John H. Foster and Mortimer

Berkowitz III; and Orthotec, LLC and Patrick bertranou. In September

2014, the Firm and HealthpointCapital entered into an settlement to

joint cost of the settlement by which HealthpointCapital is required to

Pay $ 5.0 million the quantity of the settlement, of which funds have began

         the fourth quarter of 2020 and persevering with via 2021. See Be aware 11 of
         our Notes to Consolidated Monetary Statements included this Annual
         Report on Kind 10-Okay for additional info.


    (3)  Commitments representing money and fairness associated royalty funds and are
         topic to attaining sure gross sales and fairness milestones.


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(4) Commitments representing money funds topic to

         sure gross sales milestones which we imagine are fairly more likely to be
         achieved.




Actual Property Leases

In January 2016, we entered right into a lease settlement, or the Constructing Lease, for
workplace, engineering, and analysis and improvement house in Carlsbad, California
with the lease time period via July 31, 2021. Below the Constructing Lease our month-to-month
lease payable is roughly $105,000 per thirty days through the first 12 months and
will increase by roughly $3,000 every year thereafter.

On December 4, 2019, we entered into a brand new lease settlement, or New Constructing
Lease, for a brand new headquarters location which consists of 121,541 sq. toes of
workplace, engineering, and analysis and improvement house in Carlsbad,
California. The time period of the New Constructing Lease commenced on February 1, 2021 and
is anticipated to terminate January 31, 2031, topic to 2 sixty-month choices to
renew. Base lease beneath the New Constructing Lease for the primary twelve months of the
time period will probably be $195,000 per thirty days topic to full abatement throughout months two
via ten. Base lease for the second 12 months of the time period will probably be $244,115 per
month and thereafter will improve yearly by 3.0%. Initially of every
exercised choice interval, base lease will probably be adjusted to the market rental worth,
and thereafter will improve yearly by 3.0% via the tip of such choice
interval.

Off-balance sheet preparations

From December 31, 2020, we had no off-balance sheet preparations.

Accounting insurance policies and significant estimates

Our dialogue and evaluation of our monetary situation and outcomes of operations
relies upon our consolidated monetary statements, which have been ready in
accordance with accounting ideas usually accepted within the U.S. The
preparation of those monetary statements requires us to make estimates and
assumptions that have an effect on the reported quantities of belongings, liabilities, revenues,
bills and associated disclosures. On an on-going foundation, we consider our
estimates and assumptions, together with these associated to income recognition,
allowances for accounts receivable, inventories and intangible belongings,
stock-based compensation and earnings taxes. We base our estimates on historic
expertise and on varied different assumptions that we imagine to be cheap
beneath the circumstances, the outcomes of which kind the premise for making
judgments concerning the carrying values of belongings and liabilities that aren't
readily obvious from different sources. Precise outcomes could differ from these
estimates beneath completely different assumption circumstances.

We imagine that the next accounting insurance policies are important to the judgments and estimates used within the preparation of our consolidated monetary statements.

Income recognition

The Firm acknowledges income from merchandise gross sales in accordance with Monetary
Accounting Requirements Board ("FASB") Accounting Requirements Codification ("ASC")
Matter 606, Income from Contracts with Clients ("Matter 606"). This commonplace
applies to all contracts with clients, apart from contracts which are inside
the scope of different requirements, akin to leases, insurance coverage, collaboration
preparations and monetary devices. Below Matter 606, an entity acknowledges
income when its buyer obtains management of promised items or companies, in an
quantity that displays the consideration that the entity expects to obtain in
change for these items or companies. To find out income recognition for
preparations that an entity determines are throughout the scope of Matter 606, the
entity performs the next 5 steps: (i) establish the contract(s) with a
buyer; (ii) establish the efficiency obligations within the contract; (iii)
decide the transaction value; (iv) allocate the transaction value to the
efficiency obligations within the contract; and (v) acknowledge income when (or as)
the entity satisfies a efficiency obligation. The Firm solely applies the
five-step mannequin to contracts when it's possible that the entity will accumulate
the consideration it's entitled to in change for the products or companies it
transfers to the shopper. At contract inception, as soon as the contract is
decided to be throughout the scope of Matter 606, the Firm assesses the products
or companies promised inside every contract and determines these which are
efficiency obligations and assesses whether or not every promised good or service is
distinct. The Firm then acknowledges as income the quantity of the transaction
value that's allotted to the respective efficiency obligation when (or as)
the efficiency obligation is happy.

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Surplus and out of date stock

Our inventories are said on the decrease of price or web realizable worth, with
price primarily decided beneath the first-in, first-out technique. A majority of
our stock is comprised of completed items and we primarily make the most of
third-party suppliers to provide our merchandise. We consider the carrying worth of
our stock in relation to the estimated forecast of product demand, which
additionally takes into consideration estimated product lifecycles. Our estimates and
assumptions for extra and out of date stock are reviewed and up to date on a
quarterly foundation. Will increase within the reserve for extra and out of date stock
ends in a corresponding cost to price of products offered. Traditionally our
reserves have been ample to cowl losses.

The necessity to preserve substantial ranges of stock impacts the danger of
stock obsolescence. We preserve a lot of completely different merchandise in our
stock portfolio. As well as, we proceed to introduce new merchandise and
product improvements which we imagine will improve our income, improve backbone
surgical procedure, and compel surgeons to undertake our merchandise. Although we imagine this
technique supplies us with a aggressive benefit, it additionally will increase the danger
that our merchandise will grow to be extra or out of date stock previous to sale or
previous to the tip of their anticipated helpful lives. In consequence, the
introduction of recent or next-generation merchandise could require us to take fees
for extra and out of date stock which can have affect the worth of our present
stock in addition to our working outcomes.

Leases

Efficient January 1, 2019, we adopted ASC No. 2016­02, Leases ("Matter 842")
("ASC 842"), which supersedes the present accounting for leases, utilizing the
modified retrospective transition technique. The Firm has elected to use the
sensible expedients allowed by the usual for present leases. The brand new
commonplace, whereas retaining two distinct varieties of leases, finance and working,
(i) requires lessees to file a right-of-use ("ROU") asset and a associated
legal responsibility for the rights and obligations related to a lease, no matter
lease classification, and acknowledge lease expense in a fashion much like present
accounting, (ii) eliminates present actual property particular lease provisions,
(iii) modifies the lease classification standards and (iv) aligns lots of the
underlying lessor mannequin ideas with these within the new income commonplace. We
decided the preliminary classification and measurement of our ROU, belongings and
lease liabilities on the lease graduation date, or the adoption date, if
later, and thereafter if modified. We acknowledged a right-of-use asset for our
working leases with lease phrases higher than 12 months.  The lease time period
contains any renewal choices and termination choices that we're fairly
assured to train. The current worth of lease funds is set through the use of
the incremental borrowing price for working leases decided through the use of the
incremental borrowing price of curiosity that we'd pay to borrow on a
collateralized foundation an quantity equal to the lease funds in the same financial
surroundings. We utilized the brand new steerage to our present facility lease on the
time of adoption and acknowledged a right-of-use asset of $2.4 million and
working lease legal responsibility of $2.9 million, through the first interval of adoption,
and recorded a reversal of the earlier deferred lease stability beneath the earlier
lease steerage of roughly $0.6 million. We entered into one other facility
lease for smaller workplace house through the third quarter of 2019 and in addition utilized
this steerage to create a further ROU asset and working lease legal responsibility.
The 2 leases are introduced collectively on the Firm's consolidated stability
sheet.

Lease expense for working leases is acknowledged on a straight-line foundation over
the fairly assured lease time period based mostly on the overall lease funds and is
included in analysis and improvement and common and administrative bills in
the statements of operations and complete loss.

Valuation of intangible belongings

We assess the impairment of our intangible belongings yearly in December or
each time enterprise circumstances change and an earlier impairment indicator arises.
This evaluation requires us to make assumptions and judgments relating to the
carrying worth of those belongings. These belongings are thought-about to be impaired if we
decide that their carrying worth might not be recoverable based mostly upon our
evaluation of sure occasions or modifications in circumstances, together with the
following:

     •    a willpower that the carrying worth of such belongings can't be
          recovered via undiscounted money flows;


  • lack of authorized possession or title to the belongings;


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• vital modifications in our strategic enterprise targets and our use

          of the belongings; or


  • the affect of great unfavourable trade or financial tendencies.


If the belongings are thought-about to be impaired, the impairment we acknowledge is the
quantity by which the carrying worth of the belongings exceeds the truthful worth of the
belongings. Vital administration judgment is required in estimating the truthful worth
of our intangible belongings.

Warrants to purchase widespread shares

Warrants are accounted for in accordance with the relevant accounting steerage
offered in ASC 815 - Derivatives and Hedging as both spinoff liabilities
or as fairness devices relying on the precise phrases of the agreements.
Legal responsibility-classified devices are recorded at truthful worth at every reporting
interval with any change in truthful worth acknowledged as a part of change in truthful
worth of spinoff liabilities within the consolidated statements of operations. We
estimate legal responsibility categorised devices utilizing the Black Scholes mannequin, which
requires administration to develop assumptions and inputs which have vital
affect on such valuations.

Throughout every reporting interval, we consider modifications in info and circumstances
that might affect the classification of warrants from legal responsibility to fairness, or
vice versa.

Inventory-Based mostly Compensation

We account for stock-based compensation beneath provisions which require that
share-based cost transactions with staff be acknowledged within the monetary
statements based mostly on their truthful worth and acknowledged as compensation expense over
the vesting interval. The quantity of expense acknowledged through the interval is
affected by subjective assumptions, together with estimates of our future
volatility, the anticipated time period for our inventory choices, the variety of choices
anticipated to in the end vest, and the timing of vesting for our share-based
awards.

We use a Black-Scholes option-pricing mannequin to estimate the truthful worth of our
inventory choice awards. The calculation of the truthful worth of the awards utilizing the
Black-Scholes option-pricing mannequin is affected by our inventory value on the date of
grant in addition to assumptions relating to the next:

• Estimated volatility is a measure of the quantity by which the worth of our inventory

          is anticipated to fluctuate every year through the anticipated lifetime of the
          award. Our estimated volatility via December 31, 2020 was based mostly on
          our precise historic volatility. A rise within the estimated

volatility would result in a rise in our stock-based compensation

recent.

• The deliberate period represents the interval throughout which the grants granted are

          anticipated to be excellent. Our estimated anticipated time period via
          December 31, 2020 was calculated utilizing a weighted-average time period based mostly on
          historic train patterns and the time period from choice grant date to
          train for the choices granted throughout the specified date vary. An
          improve within the anticipated time period would lead to a rise to our
          stock-based compensation expense.

• The chance-free rate of interest relies on the yield curve of a zero coupon

weTreasury obligation on the grant date of the inventory choice with a

maturity equal to the anticipated period of the grant of inventory choices. A

a rise within the risk-free rate of interest would lead to a rise of

our stock-based compensation expense.

• The deemed dividend yield relies on our expectation to not pay

dividends for the foreseeable future.

We use historic knowledge to estimate the variety of future inventory choice
forfeitures. Share-based compensation recorded in our consolidated statements of
operations relies on awards anticipated to in the end vest and has been diminished
for estimated forfeitures. Our estimated forfeiture charges could differ from our
precise forfeitures which might have an effect on the quantity of expense acknowledged throughout
the interval.

We account for inventory choice grants to non-employees beneath provisions that require the truthful worth of those devices to be acknowledged as an expense over the interval through which the associated companies are rendered.

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Inventory-based compensation expense of awards with efficiency circumstances is
acknowledged over the interval from the date the efficiency situation is set
to be possible of occurring via the time the relevant situation is met.
Figuring out the chance and timing of attaining efficiency circumstances is a
subjective judgment made by administration which can have an effect on the quantity and timing of
expense associated to those share-based awards. Share-based compensation is
adjusted to mirror the worth of choices which in the end vest as such quantities
grow to be recognized in future durations. Because of these subjective and
forward-looking estimates, the precise worth of our share-based awards may
differ considerably from these quantities recorded in our monetary statements.

Inventory-based awards with market circumstances are valued utilizing the Monte Carlo
valuation approach which requires administration to make vital estimates and
assumptions that aren't observable from the market. Inventory based mostly compensation
for awards with each service and market circumstances are acknowledged on a
straight-line foundation over the longer of the derived service interval or the
requisite service interval.



Earnings Taxes

We account for earnings taxes in accordance with provisions which set forth an
asset and legal responsibility method that requires the popularity of deferred tax
belongings and deferred tax liabilities for the anticipated future tax penalties of
momentary variations between the carrying quantities and the tax bases of belongings
and liabilities. Valuation allowances are established when essential to cut back
deferred tax belongings to the quantity that's extra doubtless than not anticipated to be
realized. In making such a willpower, a evaluation of all out there constructive and
unfavourable proof have to be thought-about, together with scheduled reversal of deferred
tax liabilities, projected future taxable earnings, tax planning methods, and
current monetary efficiency.

We file curiosity and penalties associated to unsure tax positions as a part of the availability for earnings taxes.

Current accounting statements

See “Notes to Monetary Statements – Be aware 2 – Current Accounting Statements” included elsewhere on this annual report on Kind 10-Okay.

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