Item 1.01. Entry Into a Material Definitive Agreement.
On July 31, 2014, Bacterin International Holdings, Inc. (the "Company") entered
into a Purchase Agreement (the "Agreement") with Northland Securities, Inc.
relating to the sale (the "Offering") of 1,143,000 shares of the Company's
common stock, $0.000001 par value per share (the "Shares") and warrants to
purchase 571,500 shares of common stock at an exercise price of $7.12 per share
(the "Warrants"). Pursuant to the Agreement, the Company agreed to issue and
sell each Share together with a Warrant to purchase one-half of a share of
common stock to the underwriter at a public offering price of $5.70 per Share
and related Warrant.
The Company estimates that it will receive net proceeds of approximately $5.76
million from the Offering after deducting underwriting discounts and commissions
and offering expenses. The Company intends to use the net proceeds from the
Offering for sales and marketing initiatives, continued product development, and
general corporate purposes. The Offering is subject to customary closing
conditions and is expected to close on or about August 6, 2014.
The foregoing is only a brief description of the material terms of the Agreement
and does not purport to be a complete description of the rights and obligations
of the parties thereunder and is qualified in its entirety by reference to the
Agreement, which is filed hereto as Exhibit 1.1 and incorporated by reference
herein. A copy of the form of warrant is attached as Exhibit 4.1 to our Current
Report on Form 8-K filed July 31, 2014.
The legal opinion, including the related consent, of Ballard Spahr LLP relating
to the issuance of the Shares is filed as Exhibit 5.1 to this Current Report on
On August 1, 2014, we issued a press release announcing that we had priced the
Offering. The press release is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
1.1 Purchase Agreement dated July 31, 2014.
4.1 Form of Warrant (incorporated by reference from the Company's Current
Report on Form 8-K filed on July 31, 2014 (No. 001-34951)).
5.1 Opinion of Ballard Spahr LLP.
23.1 Consent of Ballard Spahr LLP (included in Exhibit 5.1).
99.1 Press Release issued August 1, 2014.