RTI Surgical looks to fend off proxy challenge

RTI Surgical said today it it is distributing proxy material urging shareholders to “protect their investment” in RTI and fend of a proxy challenge from Krensavage Partners.

In February, RTI surgical said that hedge fund group Krensavage Partners purchased approximately 3.4 million shares of stock, representing a total 6% of the company, and nominated a 4 healthcare vets for the board which will be up for election at the company’s 2016 annual shareholders meeting.

RTI Surgical urged its shareholders to vote for Peter Gearen, Brian Hutchison, Thomas McEachin, Jonathon Singer, Paul Thomas, Nicholas Valeriani and Shirley Weis as board directors – all existing directors for the company.

The Alachua, Fla.-based company said the board members were selected after a “thorough evaluation” was performed to identify directors with the “right skills, qualificatiosn and experience to help grow value for all RTI stockholders.”

“The nominating and governance committee unanimously determined that RTI’s director nominees are the best leadership team to direct the business and increase long-term stockholder value. The committee carefully reviewed the experience and qualifications of all of Krensavage Partners, LP’s nominees, consistent with its standard process used to evaluate all potential director nominees and determined that Krensavage’s nominees lack the necessary qualifications to serve on the RTI board,” the company wrote in a press release.

Krensavage recommended a separate group of directors for the board. Up for election are Jeffrey Goldberg, who served as the board chair for MModal IP, a tech-based transcription, coding and clinical documentation-improvement service. Goldberg also serves as a co-chair of Surgical Specialties Corporation.

The new investor also nominated Mark Stolpher, who previously served as exec veep and CFO of RadNet, an outpatient diagnostic imaging service. Stolpher currently serves as a board member for On Track Innovations and Surgical Solutions.

Also nominated by Krensavage is John Watts Jr. and Frank Williams Jr. Watts previously served as exec chair of HealthPlan holdings, and Williams served as senior veep and senior managing director of acquisitions for Medical Properties Trust, according to an SEC filing.

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