RTI SURGICAL, INC. (NASDAQ:RTIX) Files An 8-K Entry into a Material Definitive Agreement
Item1.01. Entry into a Material Definitive Agreement.
On March14, 2017, RTI Surgical, Inc. (the Company), a Delaware
corporation, entered into a settlement agreement (the Agreement)
with Krensavage Partners, LP and certain entities and individuals
listed in the Agreement (collectively, Krensavage), which
collectively own approximately 7% of the outstanding shares of
common stock of the Company.
Under the Agreement, the Company, (i)has increased the size of
the Companys board of directors (the Board) from nine directors
to ten directors; (ii)has appointed Mark D. Stolper, a Krensavage
nominee, to the Board; and (iii)will nominate Mr.Stolper to be
elected to the Board at the Companys upcoming annual meeting of
stockholders, currently scheduled for May16, 2017, and at the
Companys annual meeting of stockholders to be held in 2018
(collectively, the Annual Meetings). Also under the Agreement,
Krensavage has agreed to vote at the Annual Meetings all of its
shares in favor of the nominees proposed by the Company. The
Agreement also includes, among other provisions, certain
standstill commitments made by Krensavage that end at 11:59 p.m.
(eastern time) on July1, 2018.
The foregoing description of the Agreement does not purport to be
complete and is subject to, and qualified in its entirety by, the
full text of the Agreement, a copy of which is filed with this
Form 8-K as Exhibit 10.1, and is incorporated by reference. On
March15, 2017, the Company issued a press release announcing the
signing of the Agreement, a copy of which is filed with this Form
8-K as Exhibit 99.1.
Item9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
| 10.1 |
Settlement Agreement, effective March14, 2017, by and among the Company and Krensavage Partners, LP and certain entities and persons associated with Krensavage Partners, LP. |
|
| 99.1 | Press Release issued by the Company dated March15, 2017. |
About RTI SURGICAL, INC. (NASDAQ:RTIX)
RTI Surgical, Inc. is engaged in producing orthopedic and other surgical implants that repair and promote the natural healing of human bone and other human tissues. The Company uses natural tissues, metals and synthetics process to produce its products. The Company’s business primarily consists of six categories, such as spine, sports medicine, ortho fixation, bone graft substitutes and general orthopedic (BGS and general orthopedic), dental and surgical specialties. It processes donated human musculoskeletal and other tissue, including bone, cartilage, tendon, ligament, fascia lata, pericardium, sclera and dermal tissue, and bovine and porcine animal tissue in producing allograft and xenograft implants utilizing BIOCLEANSE, TUTOPLAST and CANCELLE SP sterilization processes, and manufactures metal and synthetic implants for distribution to hospitals and surgeons. The Company distributes its implants and services in approximately 50 states and in over 45 countries across the world. RTI SURGICAL, INC. (NASDAQ:RTIX) Recent Trading Information
RTI SURGICAL, INC. (NASDAQ:RTIX) closed its last trading session 00.00 at 3.70 with 69,254 shares trading hands.