RTI Surgical Announces Stockholder Approval for Sale of OEM Business, Planned Name and Ticker Change, and Leadership Transiti...
15 Julho 2020 - 5:05PM
RTI Surgical Holdings, Inc. (Nasdaq: RTIX), a global surgical
implant company, today announced that following the Company’s
annual stockholder meeting, which included an annual meeting of the
stockholders, the Company has received all of the necessary
approvals for the sale of the OEM business. The Company expects the
transaction to close on Monday, July 20, 2020.
“We are pleased to announce the stockholder approval of the sale
of the OEM business and excited about our future as a pure-play
spine company,” said Camille Farhat, President and CEO, RTI
Surgical. “This transaction is the culmination of years of work
that have resulted in the completion of the first phase of our
strategic transformation to reduce complexity, drive operational
excellence and accelerate the growth of the Company.”
Upon the closing of the transaction, the Company’s name will
change to Surgalign Holdings, Inc., and the Company’s ticker symbol
on the NASDAQ will change to “SRGA.” Trading under the new ticker
symbol is expected to begin on Thursday, July 23, 2020.
Upon the closing of the transaction, Camille Farhat, President
and CEO, will be retiring from his role and vacating his seat on
the Board of Directors. The Board of Directors has appointed Terry
M. Rich as the Company’s new President and CEO, effective upon the
closing of the transaction. Mr. Rich is also expected to join
the Company’s Board of Directors at that time. Mr. Rich currently
serves as RTI’s President of Global Spine.
“Despite the challenging environment we have faced over the last
few months, the Company has persevered and we believe has set
itself up to be highly successful going forward,” said Curtis
Selquist, the current Chairman of the Board of Directors. “We thank
Camille for the dedication and leadership he has shown over the
last three years. Leveraging the success we have had during
Camille’s tenure, bolstered by a renewed focus on Spine and a
supportive balance sheet, we are very excited for what Surgalign
can become with Terry leading the charge.”
Upon the closing of the transaction, Curtis Selquist, will step
down from his role as Chairman of the Board, but will remain a
member of the Board of Directors and assume the position of Lead
Independent Director. The Board of Directors has appointed
Stuart F. Simpson as the Company’s new Chairman of the Board, also
effective upon the closing of the transaction.
About RTI Surgical Holdings, Inc.
RTI Surgical Holdings is a leading global surgical implant
company providing surgeons with safe biologic, metal and synthetic
implants. Committed to delivering a higher standard, RTI’s implants
are used in sports medicine, plastic surgery, spine, orthopedic and
trauma procedures and are distributed in over 50 countries. RTI has
four manufacturing facilities throughout the U.S. and Europe. RTI
is accredited in the U.S. by the American Association of Tissue
Banks and is a member of AdvaMed. For more information, please
visit www.rtix.com. Connect with us
on LinkedIn and Twitter.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements are based on management’s
current expectations, estimates and projections about our industry,
our management’s beliefs and certain assumptions made by our
management. Words such as “anticipates,” “expects,” “intends,”
“plans,” “believes,” “seeks,” “estimates,” variations of such words
and similar expressions are intended to identify such
forward-looking statements. The forward-looking statements are not
guarantees of future performance and are based on certain
assumptions including general economic conditions, as well as those
within the Company’s industry, and numerous other factors and risks
identified in the Company’s Form 10-K for the fiscal year ended
December 31, 2019 and other filings with the SEC. Our actual
results may differ materially from the anticipated results
reflected in these forward-looking statements. Important factors
that could cause actual results to differ materially from the
anticipated results reflected in these forward-looking statements
include risks and uncertainties relating to the following: (i) the
risk of existing or potential litigation or regulatory action
arising from the previously announced internal investigation and
its findings; (ii) the identification of control deficiencies,
including material weaknesses in internal control over financial
reporting and the impact of the same; (iii) potential reputational
damage that the Company has or may suffer as a result of the
ultimate findings of the investigation; (iv) general worldwide
economic conditions and related uncertainties; (v) the anticipated
impact of the COVID-19 novel coronavirus pandemic and the Company’s
attempts at mitigation; (vi) the failure by the Company to
identify, develop and successfully implement immediate action plans
and longer-term strategic initiatives; (vii) our ability to
continue production; (viii) the reliability of our supply chain;
(ix) our ability to meet obligations under our debt or material
agreements; (x) the duration of decreased demand for our products;
(xi) whether or when the demand for procedures will increase; (xii)
the Company’s access to adequate operating cash flow, trade credit,
borrowed funds and capital to fund its operations and pay its
obligations as they become due, including the impact of adverse
trends or disruption in the global credit and equity markets;
(xiii) our financial position and results, total revenue, product
revenue, gross margin, and operations; (xiv) the risk that a
condition to the closing of the transaction may not be satisfied;
(xv) the risk that the occurrence of an event that could give rise
to termination of the definitive agreement; (xvi) the risk that
shareholder litigation in connection with the transaction may
affect the timing or occurrence of the transaction or result in
significant costs of defense, indemnification and liability; (xvii)
the timing to consummate the transaction; (xviii) the effect of the
announcement or disruption from the transaction making it more
difficult to retain and hire key personnel and maintain
relationships with customers, suppliers and other third parties;
(xix) the diversion of management time and attention on the
transaction; (xx) the effect and timing of changes in laws or in
governmental regulations; and (xxi) other risks described in our
public filings with the SEC. These factors should be considered
carefully and undue reliance should not be placed on the
forward-looking statements. Each forward-looking statement in this
communication speaks only as of the date of the particular
statement. Copies of the Company’s SEC filings may be obtained by
contacting the Company or the SEC or by visiting RTI’s website at
www.rtix.com or the SEC’s website at www.sec.gov. We
undertake no obligation to update these forward-looking statements
except as may be required by law.
Jonathon Singer Investor and Media Contact
jsinger@rtix.com +1 877-343-6832
RTI Surgical (NASDAQ:RTIX)
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