XML 30 R9.htm IDEA: XBRL DOCUMENT v3.20.1
The Company and Basis of Presentation
12 Months Ended
Dec. 31, 2019
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
The Company and Basis of Presentation

1. The Company and Basis of Presentation

The Company

Alphatec Holdings, Inc. (the “Company”), through its wholly owned subsidiaries, Alphatec Spine, Inc. (“Alphatec Spine”) and SafeOp Surgical, Inc. (“SafeOp”), is a medical technology company that designs, develops, and markets technology for the treatment of spinal disorders associated with disease and degeneration, congenital deformities, and trauma. The Company markets its products in the U.S. via independent sales agents and a direct sales force.

On March 6, 2018, the Company and its newly created wholly-owned subsidiary, Safari Merger Sub, Inc (“Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with SafeOp, a Delaware corporation, certain Key Stockholders of SafeOp and a Stockholder Representative. Pursuant to the Merger Agreement, a reverse triangular merger (the “Merger”) was consummated on March 8, 2018, in which Sub was merged into SafeOp, with SafeOp being the surviving corporation and a wholly owned subsidiary of the Company. See Note 8 for further information.

On September 1, 2016, the Company completed the sale of its international distribution operations and agreements (collectively, the “International Business”) to Globus Medical Ireland, Ltd., a subsidiary of Globus Medical, Inc., and its affiliated entities (collectively “Globus”). As a result of this transaction, the International Business has been excluded from continuing operations for all periods presented in the consolidated financial statements and is reported as discontinued operations. See Note 4 for additional information on the divestiture of the International Business.

Basis of Presentation

The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") and include the accounts of the Company, Alphatec Spine and SafeOp. All intercompany balances and transactions have been eliminated in consolidation.  The Company operates in one reportable business segment.

Liquidity

At each reporting period, the Company evaluates whether there are conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The Company’s evaluation entails analyzing prospective operating budgets and forecasts for expectations of the Company’s cash needs and comparing those needs to the current cash and cash equivalent balances, and availability under existing credit facilities. The Company is required to make certain additional disclosures if it concludes substantial doubt exists and it is not alleviated by the Company’s plans or when its plans alleviate substantial doubt about the Company’s ability to continue as a going concern.  

The Company has experienced negative operating cash flows for all historical periods presented and it expects these losses to continue into the foreseeable future as the Company continues to incur costs related to the execution of its operating plan and introduction of new products. The Company’s annual operating plan projects that its existing working capital at December 31, 2019 of $71.9 million (including cash of $47.1 million), along with available draws on its working capital credit line with MidCap and an additional $20 million in available borrowings under its credit facility with Squadron Medical Finance Solutions LLC (“Squadron”), allows the Company to fund its operations through at least one year subsequent to the date the financial statements are issued.

As more fully described in Note 5, the Company’s existing credit agreements with MidCap and Squadron (collectively, the “current lenders”) include a financial covenant that requires the Company to maintain a minimum cash balance of $5.0 million. The minimum cash covenant converts to a minimum fixed charge coverage ratio beginning April 30, 2020.  The Company expects that it will be unable to meet the fixed charge covenant at that time. In order to avoid a default on its existing credit agreements, the Company expects to refinance its existing debt prior to April 30, 2020, pursuant to a binding commitment letter with a new lender, as further described in Note 15. Should such re-financing not occur prior to April 30, 2020 the Company has entered into letter agreements with the current lenders, agreeing to work together in good faith to amend its existing covenants to extend the minimum cash covenant and defer the fixed charge covenant through at least April 1, 2021.  

The committed refinancing is subject to customary closing conditions, and, therefore, there is no guarantee that the Company will be able to successfully close such refinancing on or before April 30, 2020, or at all.   In addition, if required, there is no guarantee that the Company will be able to obtain the necessary waivers or amendments from its current lenders. If the Company is unable to refinance its existing debt or is unable to secure waivers or amendments from its current lenders, the current lenders have the right to accelerate the repayment of all amounts outstanding.  In addition, the Company would be required to classify its obligations under existing debt agreements in current liabilities on its consolidated balance sheet.  These events would negatively impact the Company’s ability to meet its ongoing financial obligations.  The Company believes the refinancing of its existing debt under its commitment letter with the new lender and/or obtaining waivers or amendments of current debt covenants is probable to occur. These factors alleviate substantial doubt about the Company’s ability to continue as a going concern.

Reclassification

Certain amounts in the consolidated financial statements included in our Form 10-K for the year ended December 31, 2018 have been reclassified to conform to current period's presentation. These reclassifications include stock based compensation expense, which was reclassified to correctly present employee expenses consistent with their function, out of research and development and into sales, general and administrative expense on the Company’s consolidated statements of operations. This resulted in a reclassification of $0.1 million of stock compensation expense for the year ended December 31, 2018. In addition, certain amounts in the Consolidated Statement of Cash Flow included in the Form 10-K for the year ended December 31, 2018 have been reclassified to conform to current period's presentation. None of the adjustments had any effect on the prior period net loss.