RTI Surgical Holdings, Inc. Announces Second Amendment to Equity Purchase Agreement

Restructured terms extend the outside date for closing to August 31, 2020 in exchange for a purchase price reduction and certain other modifications

DEERFIELD, Ill., April 27, 2020 (GLOBE NEWSWIRE) -- RTI Surgical Holdings, Inc. (Nasdaq: RTIX), a global surgical implant company, today announces a second amendment to its definitive agreement for the sale of RTI Surgical Holdings’ OEM business to Montagu Private Equity LLP (‘Montagu’), a leading European private equity firm.

Second Amendment Overview

• Reduces the cash purchase price from $480,000,000 to $440,000,000
• Eliminates the provision which granted RTI certain rollover securities in RTI OEM, LLC valued at $10,000,000
• Extends the outside date for closing the transaction from July 13, 2020 to August 31, 2020
• The RTI Surgical Holdings Board of Directors unanimously approved the amendment
• Piper Sandler & Co. provided a fairness opinion in connection with the transaction

“Despite the current challenging operating environment, we are pleased to have amended the definitive agreement to provide RTI additional time to satisfy its obligations,” said Camille Farhat, President and CEO, RTI Surgical Holdings. “We remain excited about the opportunity for RTI to become a pure-play spine company while allowing the OEM business to grow and develop as a stand-alone business. We look forward to working with Montagu to close the transaction in a timely manner.”

On March 3, 2020, the Company announced the expiration of the Hart-Scott-Rodino waiting period and on April 23, 2020, RTI and Montagu received written notice from the Committee on Foreign Investment in the U.S. that it had completed its review of the transaction. Accordingly, other than the approval of RTI’s stockholders, all transaction approvals have been obtained. RTI continues to work towards filing its Form 10-K for the fiscal year ended December 31, 2019, and an amendment to its Form 10-K for the fiscal year ended December 31, 2018.

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.