Bioventus Inc.

The Quarterly Report on Form 10-Q for the period ended April 1, 2023 of Bioventus Inc. (the “Company”) could not be filed within the prescribed time period without unreasonable effort or expense. The Company requires additional time to complete a review in accordance with generally accepted accounting principles to assess its complex tax structure and the corresponding impact on the calculation of noncontrolling interest. The principal asset of the Company is its equity interest in Bioventus LLC and its subsidiaries (“BV LLC”). On February 16, 2021, the Company completed its initial public offering, which was conducted through what is commonly referred to as an umbrella partnership C corporation (“UP-C”) structure. The Company has a majority interest, the sole voting interest in, and controls the management of BV LLC. As a result, the Company consolidates the financial results of BV LLC and reports a non-controlling interest representing the interest of BV LLC held by its continuing LLC owner. The Company anticipates that it will revise its financial statements for the fiscal years ended December 31, 2021 and 2022 contained in its Annual Reports on Form 10-K covering those periods, in order to correct equity allocations made to its noncontrolling interest, and the associated deferred tax impact. The Company expects that the adjustments will be immaterial, and therefore will not warrant a restatement of the previously filed financial statements. The Company anticipates the primary impact of these adjustments will be an increase in non-controlling interest, a decrease to the Company’s additional paid-in capital, and a decrease to the deferred tax liability. Furthermore, for all the periods the revision should have no impact on the Company’s previously reported consolidated statements of operations and comprehensive loss/income, its consolidated statements of cash flows or its key metrics including Adjusted EBITDA

The Annual Report on Form 10-K for the period ended December 31, 2022 (the “Form 10-K”) of Bioventus Inc. (the “Company”) could not be filed within the prescribed time period without unreasonable effort or expense. The Company has determined that additional time is needed for the Company to prepare its financial statements and related disclosures. The Company has commenced discussions with its lenders to address the Company’s compliance with certain covenants under the Company’s Credit and Guaranty Agreement between Bioventus LLC, Wells Fargo Bank, National Association, as administrative agent and collateral agent, and the lenders and other financial institutions party thereto, as amended (the “Credit Agreement”) and uncertainty related to those discussions has prolonged the process to prepare the Company’s financial statements and related disclosures. If the Company determines that it will not be in compliance with these covenants under the Credit Agreement and is unable to obtain a covenant amendment or waivers from its lenders, an event of default may occur under the Credit Agreement. An event of default would allow the lenders to call the debt at any point in time. Therefore, the Company may need to re-classify $385.0 million of long-term obligations as current debt on the Company’s consolidated balance sheet as of December 31, 2022. In addition, as a result of uncertainty associated with the Company’s rebate accruals as of December 31, 2022, which was due to information received in an untimely manner from a large payer, the Company is not reasonably able to timely complete the preparation of its financial statements and related disclosures. On February 27, 2023, the Company disclosed that its subsidiary, Bioventus LLC (“LLC”), had entered into a Settlement Agreement with CartiHeal (2009) Ltd. (“CartiHeal”), Elron Ventures Ltd

The Quarterly Report on Form 10-Q for the period ended October 1, 2022 of Bioventus Inc. (the “Company”) could not be filed within the prescribed time period without unreasonable effort or expense. The Company requires additional time to complete a review in accordance with generally accepted accounting principles to assess whether a non-cash impairment charge is required for the third quarter of 2022 due to the recent decline in the Company’s market capitalization subsequent to its previously announced financial results for that period (“Q3 Earnings Release”). In addition, the Company is seeking resolution related to the validity of a revised invoice received subsequent to its Q3 Earnings Release. The invoice is for rebate claims from a large private payer in relation to our Pain Treatments vertical, which likely will adversely affect the Company’s third quarter 2022 financial results. As a result of the foregoing, the Company’s management has concluded that its internal controls related to the timely recognition of quarterly rebates were inadequate specifically for the period ended October 1, 2022. In light of the above, and before consideration of any mitigating steps, the Company’s management is also evaluating whether the Company will be able to meet all of its financial obligations as they come due within one year after the date its financial statements for the period ended October 1, 2022 are issued. The Company’s management is committed to evaluating all options and taking the necessary steps to strengthen its financial profile. The Company intends to file its Form 10-Q for the period ended October 1, 2022 by November 21, 2022 (the extended deadline provided under Rule 12b-25)