Item 1.01 Entry into a Material Definitive Agreement.
On
The Offering is being made pursuant to the Company's shelf registration
statement on Form S-3 (File No. 333-230047) which became effective on
The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriter, including for liabilities under the Securities Act, other obligations of the parties and termination provisions. A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report and is incorporated herein by reference. The foregoing description of the terms of the Underwriting Agreement is qualified in its entirety by the Underwriting Agreement.
The legal opinion, including the related consent, of
This Current Report contains forward-looking statements that involve risk and
uncertainties, such as statements related to the anticipated closing of the
Offering and the amount of net proceeds expected from the Offering. The risks
and uncertainties involved include the Company's ability to satisfy certain
conditions to closing on a timely basis or at all, as well as other risks
detailed from time to time in the Company's
Item 8.01 Other Events.
On
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibits are filed with this Current Report:
Exhibit No. Description 1.1 Underwriting Agreement, datedJanuary 7, 2020 , by and amongSeaSpine Holdings Corporation ,Piper Sandler & Co. and Canaccord Genuity LLC 5.1 Opinion and Consent ofDLA Piper LLP (US) 23.1 Consent ofDLA Piper LLP (US) (included in Exhibit 5.1) 99.1 Press Release, datedJanuary 7, 2020 , titled "SeaSpine Commences Public Offering of Common Stock" 99.2 Press Release, datedJanuary 7, 2020 , titled "SeaSpine Prices Public Offering of Common Stock"
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