Conclusion Part 1: Timeline of Events

2002: Dr. Sonny Bal joins Zimmer’s Designer Surgeon Panel,  2002 to ???.

May 20th, 2003: Zimmer acquires Centerpulse AG

October 2003: Former CEO of Centerpulse AG, Dr. Max Link joins Amedica as Chairman of Board. (Click link to see that Amedica was the ONLY medical device company Dr. Link was chairman for. All the other companies were biotechnology related)

2005: Dr. Bal joins Amedica’s Total Joint Reconstruction Clinical Advisory Panel.

2005: Zimmer subsidizes Dr. Bal’s research at University of Missouri on Zinmer’s minimally invasive surgery technique.

May 2005: Dr. Bal receives $125,406.00 from Zimmer for research on “Comparison of tissue-engineered osteochondral grafts fabricated with mesenchymal stem cells and trabecular metal or allograft bone”

December 2006: Dr. Bal signs a development agreement with Amedica.

February 2009: Publication,Porous Tantalum Metal Outperforms Devitalized Bone as a Substrate for Osteochondral Tissue Engineering” with Dr. Bal as one of the authors. (DISCLOSURE: Dr. Sonny Bal has received financial support from Zimmer unrelated to the current project).

November 2009: Zimmer K.K., now known as Zimmer GK, and Japan Medical Dynamic Marketing, INC, enter into a Joint Sales Agreement.

In November 2009, we concluded a joint sales agreement with Zimmer K.K. to further strengthen our product lineup and promote joint sales, thus expanding our market share at the same time.

May 2011: 

Anonymous May 24, 2011 at 3:42 PM

Zimmer is looking at purchasing Amedica flat out for their techology to bolster sales in spine through licensing and to purchase the next generation of hip and knee implants. You heard it here on TSB.

Musculoskeletal Man May 24, 2011 at 3:46 PM

Sounds like a good fit if Si3N4 is the real thing when it comes to joints, or could this be another trabecular metal FUBAR? First pull the trigger, then show us that you can finally integrate something successfully. Stop resting on your total joint laurels, your time is coming to an end.

July 2011: Dr. Bal receives $342,847 research grant from Zimmer for “Design and testing of a canine biological femoral head replacement.” Study goes from July 2011 – June 2014.

December 2011: Published study showing failure of Trabecular Metal to fuse with patient bone. Failure of Porous Tantalum Cervical Interbody Fusion Devices Two-year Results From a Prospective, Randomized, Multicenter Clinical Study

December 2011: Cascade Trial (Cervical fusion device composite featuring solid & porous Si3N4) begins enrolling patients.  Principal Investigators are consultants for Zimmer-Biomet

The authors MA and JW receive research grants from Zimmer-Biomet, EIT and Intrinsics. MA and JW are consultants for Zimmer-Biomet and Silony and they receive royalties from EIT.

January 2012: Dr. Sonny Bal is appointed to Amedica’s Board of Directors just 1 month after publication of failure of cervical TM & launch of Amedica’s cervical trial.

September 2012:

Anonymous September 20, 2012 at 6:50 PM

Please… they are making a last ditch effort not to sink and to sell for pennies to Zimmer. They have a nice factory for SiN problem is no one wants it. There stuff is and always will be a missed opportunity for joints.
Hence, Zimmer will sweep up the shards, I mean pieces, and finish out a PMA for the joint called the 40 Year Squeeker.

October 2013: Cascade trial begins!

November 2013: Amedica Signs Agreement with Kyocera for Commercial Manufacture of Silicon Nitride Medical Devices

Amedica Corporation, a biomaterials company, today announced a collaboration with Kyocera Industrial Ceramics Corporation, a worldwide leading ceramics producer, to manufacture medical devices from Amedica’s Silicon Nitride biomaterial at Kyocera’s Vancouver, WA facility.

June 2014: Kyocera contemplates Vancouver expansion

Kyocera Industrial Ceramics Corp. is contemplating an expansion of its Vancouver manufacturing plant, potentially adding 20 more workers to a factory that now employs 100.

A preliminary planning application filed last week with the city of Vancouver describes 10,000 square feet of additional manufacturing space and 1,500 square feet of associated office space. The company currently has 40,000 square feet of space at its site on Northeast Fourth Plain Boulevard.

July 2014: Amedica receives loan of $20 million from Hercules Technology. 3.5 year loan that must be paid off by January 1st 2018. Loan prevents M&A (hostile takeovers) without Hercules Technologies permission.

7.5 Mergers and Investments. No Loan Party shall, and no Loan Party shall permit any of its Subsidiaries to, directly or indirectly, (a) merge or consolidate with or into any other Person (other than mergers of a Subsidiary of Borrower into Borrower so long as Borrower is the surviving entity), or (b) acquire, own or make any Investment in or to any Person other than Permitted Investments.

September 30th, 2014: Amedica appoints Dr. Sonny Bal as President & Chief Executive Officer.

October 2014: Cascade Trial Primary Completion Date is reached just after Dr. Bal takes over Amedica.

July 21st 2015: Kyocera plans Vancouver expansion adds an addition 5,000 sq ft to the original plans. What was once a 1 story building, is now 2 stories.

Plans filed with the city of Vancouver call for Kyocera to expand its 40,000-square-foot factory by more than 18,000 square feet with a two-story addition.

July 22nd, 2015: Amedica files change in control agreement with certain executives, Sonny Bal & Ty Lombardi.

July 22, 2015:

Word on the street is a merger/buyout with Amedica….any info or thoughts?

Zimmer + Amedica

July 23, 2015: Signed letter of intent development deal with a leading orthopedic company. Letter of intents are part of the first steps in mergers & acquisitions.

The LOI helps identify and resolve key issues in the negotiation process and hopefully narrows down outstanding issues prior to spending the time and money associated with conducting due diligence and drafting the transaction contracts and supporting documents. Among other key points, the LOI may set the price or price range, the parameters of due diligence, necessary pre-deal recapitalizations, confidentiality, exclusivity, and time frames for completing each step in the process. Along with an LOI, the parties’ attorneys prepare a transaction checklist which includes a “to do” list along with a “who do” identification.

Mergers and Acquisitions: An Outline of a Transaction

August 2015: Dr. Bal announces testing of Amedica’s Si3N4 femoral head has begun or will be underway soon.

Now first of these opportunities is our femoral head testing protocol for total hip replacement. We received very constructive and meaningful feedback on our proposed testing protocol, which is very comprehensive. We now have a more thorough understanding of the pathway to market for our silicon nitride femoral heads in the US. The commentary by the FDA will ensure that the testing of a material as compared to all other ceramic predicated devices on the market will meet or exceed every testing standard.

We anticipate being able to provide additional details on this test later on this year and look forward to a direct comparison of all femoral heads to our material.

U of Nebreaska: Amedica – Comparative Testing of Ceramic Femoral Heads for Total Hip Arthroplasty, 2015-2016. Only 1 top 10 ortho company uses U of N, Biomet.

November 2015: A published paper on trabecular metal by Dr. Bal & others from the University of Missouri. Paper submitted March 2015 so bulk of the work likely took place in 2014. Still its possible that Dr. Bal was working on Zimmer’s TM even after becoming Amedica CEO.

April 18th, 2016: Amedica Signs Exclusive Chinese Silicon Nitride Distribution Agreement

Under the distribution agreement, Weigao Orthopedic will have exclusive rights for the sale, marketing and distribution of Amedica-branded silicon nitride spinal implants in the People’s Republic of China, and will abide by minimum annual purchase requirements in Year 1 of 20,000 units, growing annually to 50,000 units in Year 6, following regulatory clearance by the China Food and Drug Administration (CFDA)

10 year agreement totaling 425,000 units

April 20th, 2016: NGK-NTK acquired a 30% stake in Japan MDM.

April 25, 2016: KYOCERA Breaks Ground to Expand Industrial Ceramic Manufacturing Operations in Washington State. Announced 1 week after Amedica announces deal with Weigao Orthopedic.

May 2016: BDO USA, LLP Announces Expansion into Utah Through Addition of Mantyla McReynolds, LLC

Chicago, IL – BDO USA, LLP, one of the nation’s leading professional service organizations, today announced an expansion into the Utah market through the addition of 64 staff, including 10 partners, from Mantyla McReynolds, LLC.  Founded in 1989, Mantyla McReynolds provides a full range of accounting and consulting services to a diversified client base of public and private businesses.  The firm has significant strength in the technology and life sciences, real estate, hospitality and entertainment, equipment leasing, outdoor recreation and ski resorts, auto dealerships, and manufacturing and distribution industries. Based in Salt Lake City, the firm has been a member of BDO Alliance USA since 2008.  The combination of BDO and Mantyla McReynolds is subject to customary closing conditions and is expected to be completed on July 1, 2016

At the time of this acquisition, McRynolds was the audit firm that handled Amedica’s yearly audits. It appears at some point Q3, Amedica paid BDO upfront $485,991 (pg 72) in audit fees as there was a corresponding spike in G&A fees of $480,000 (pg 4) over 2015.

May 31st, 2016: Orthopaedic Research and Education Foundation Welcomes New Board and Committee Members

In addition, the trustees welcome to the board: Jeffrey S. Abrams, MD (Princeton, NJ); Christopher R. Adams, MD (Naples, FL); B. Sonny Bal, MD, JD, MBA (Columbia, MO); Paul C. Collins, MD (Boise, ID); David C. Dvorak, JD (Warsaw, IN); James R. Ficke, MD (Baltimore, MD); and Joshua J. Jacobs, MD (Chicago, IL).

Only CEO’s on the board of trustees last year were Dr. Bal and Mr. Dvoark, Zimmer-Biomet’s CEO.

August 31st, 2016: Zimmer Biomet Spine Inc. is relocating and expanding its operations in the city of Westminster. It will occupy 104,000 sf at Westmoor Technology Park. Renovations to cost $6.3 million.

October 2016: Amedica lays off 40% of workforce including its CFO & Investor Relations. Brings in former Chief Legal Officer Kevin Ontiveros as a consultant to handle Investor Relations and uses outside firm to handle some CFO functions.

Offer proven strengths in working with and supporting business units in commercialization and joint venture agreements, sales and distribution matters, merger and acquisition activities, and supply, manufacturing, and development agreements.

November 22, 2016: Amedica announces that Dana Lyons has joined Amedica as Vice President of Sales & Marketing.  Dana was Area Vice President for Zimmer Spine prior to Amedica. It seems Dana may have brought Ryan Long with him or separately hired at the same time. Mr Long, who is now Area Vice President of Sales & Director of Strategic Development at Amedica Corporation, was also a former Zimmer VP.

During his tenure as Sales Vice President with Zimmer Spine and in conjunction with the Zimmer Spine executive leadership team, Zimmer Spine delivered 5 consecutive quarters of growth during 2014-2015. After the Zimmer and Biomet merger in June of 2015, Mr. Lyons successfully integrated the sales organizations of both Zimmer Spine and Biomet Spine in the Central Region of the United States.

January 2017: Dr.Bal gives expert testimony for plaintiff lawsuit against Zimmer.

Febuary 2017: Amedica Announces Results of Independent Femoral Head Wear Testing

This independent wear study was conducted in accordance with international standards at the Medical Technology Laboratory of the Rizzoli Orthopaedic Institute (Bologna, Italy) by Professor Aldo Toni MD under the supervision of Dr. Saverio Affatato PhD (Rizzoli Institute) with consultation and support from Professor Giuseppe Pezzotti PhD (Ceramic Physics Laboratory, Kyoto Institute of Technology, Sakyo-ku, Kyoto Japan). Amedica and Zimmer-Biomet (Tokyo Office) provided the femoral heads and acetabular liners; however, neither company actively sponsored the research.

April 20th, 2017: Grand opening for Kyocera’s new manufacturing building in Vancouver. An additional 5,000 sq ft was added to construction after groundbreaking occurred in 2016. It should be noted that before Amedica, this manufacturing site was used for Research and Development

Originally conceived as a research and development center for engineered ceramics, the facility now serves as a custom-order manufacturing site specializing in high-added-value components made from advanced ceramic materials.

Quarter 2 2017: Zimmer pays $2.5 million payment for certain R&D related payment to unknown entity. Zimmer Q2’16 10-Q pg 7

Amedica incurs an increase in Accounts Payable expenses of 700k Q2’17 as compared to Q2’16. Likely related to audit costs ongoing in 2017.

July 11th 2017: Zimmer CEO, David Dvorak, steps down as CEO.

July 21st 2017: Zimmer announces Group President for the Spine, Dental, Craniomaxillofacial and Thoracic business unit Adam R. Johnson will step down September 1st, 2017.

August 3rd, 2017: Dr. Bal’s investment company, North Stadium Investments, gives Amedica $2.5 million bridge loan, the same amount Zimmer paid Q2’17.

On July 28, 2017, Amedica Corporation (“Amedica” or the “Company”) closed on a $2.5 million term loan (the Loan”) with North Stadium Investments, LLC (“North Stadium”), a company owned and controlled by the Company’s Chief Executive Officer and Chairman of the Board, Dr. Sonny Bal.

September 22nd, 2017: Zimmer GK enters into a new loan for $189 million US in Japan.

September 27th, 2017: Dr. Bal reveals partnership with NGK-NTK in Japan and that clearance in Japan is due “very soon”. 2017 milestones shows before end of year. Recall that NGK -NTK owns 30% stake in Japan Medical Dynamics Marketing, INC.

September 28th, 2017: Zimmer Biomet Spine Opens New Headquarters in Westminster Colorado

This new facility combines research, marketing, development, and administrative functions that had previously been dispersed between Austin, Minneapolis, and Broomfield.

OZ transformed the interiors of a former call center in the Westmoor office park into cutting-edge research laboratories, development facilities, and high-end office space with sweeping views of the Front Range. The research labs include simulation rooms where implants are placed in simulated spines and tested using machines that mimic the human forces of standing, sitting, walking and lifting. With the new facilities, the company hopes to delve further into the research of new robotic tools and devices that would provide minimally-invasive spinal surgery.