You or someone in your family may have purchased or otherwise acquired RTI Surgical Holdings, Inc. common stock during the period from March 7, 2016, through March 27, 2020, inclusive.
The Court directed that the Notice be sent to Class Members because they have a right to know about the proposed Settlement of this class action lawsuit, and about all of their options, before the Court decides whether to approve the Settlement. If the Court approves the Settlement, and after objections and appeals are resolved, an administrator appointed by the Court will make the payments that the Settlement allows.
The Notice explains the lawsuit, the Settlement, Class Members’ legal rights, what benefits are available, who is eligible for them, and how to get them.Back To Top
In a class action, one or more persons or entities (in this case, Lead Plaintiff), sue on behalf of people and entities who have similar claims. Together, these people and entities are a “class” and each is a “class member”. Class actions allow the adjudication of many individuals’ similar claims that might be too small economically to bring as individual actions. One court resolves the issues for all class members at the same time, except for those who exclude themselves, or “opt-out,” from the class.Back To Top
The Court did not finally decide in favor of Plaintiffs or Defendants. Instead, both sides agreed to a settlement. That way, they avoid the risks and cost of a trial. Plaintiffs and their attorneys think the Settlement is in the best interest of the Settlement Class.Back To Top
The Court directed, for the purposes of the proposed Settlement, that everyone who fits this description is a Class Member and subject to the Settlement unless they are an excluded person or take steps to exclude themselves from the Settlement Class:
All persons and entities that purchased, or otherwise acquired RTI Surgical Holdings, Inc. common stock during the period from March 7, 2016, through March 27, 2020, inclusive and were damaged thereby, except for certain persons and entities who are excluded from the Settlement Class.
If one of your mutual funds purchased RTI Surgical Holdings, Inc. during the Class Period, that does not make you a Class Member, although your mutual fund may be. You are a Class Member only if you individually purchased or acquired RTI Surgical Holdings, Inc. during the Class Period. RTI Surgical Holdings, Inc. may be referred to by the ticker symbol “RTIX” in your trading documentation. Check your investment records or contact your broker to see if you have any eligible purchases or acquisitions.
If you are still not sure whether you are included, you can ask for free help. You can call 1-877-891-7880 for more information. Or you can fill out and return the Claim Form, or submit it online to see if you qualify.Back To Top
Yes. There are some individuals and entities who are excluded from the Settlement Class by definition. Excluded from the Class are:
Also excluded from the Settlement Class is anyone who timely and validly seeks exclusion from the Settlement Class in accordance with the procedures described in FAQ 11.Back To Top
In exchange for the Settlement and the release of the Released Plaintiff’s Claims against the Released Defendant Parties (see FAQ 10), RTI has agreed to pay $10,500,000.00 into an escrow account, which, along with any interest earned, will be distributed after deduction of Court-awarded attorneys’ fees and litigation expenses, Notice and Administration Expenses, Taxes (including Indian taxes, if any) and Tax Expenses, and any other fees or expenses approved by the Court (the “Net Settlement Fund”), to Class Members who send in valid and timely Claim Forms that are eligible for a payment. The Plan of Allocation is described in more detail on pages 10-14 of the Notice.Back To Top
At this time, it is not possible to make any determination as to how much any individual Class Member may receive from the Settlement.
By following the instructions in the Plan of Allocation, located in the Notice, you can calculate what is called your Recognized Claim. It is unlikely that you will get a payment for all of your Recognized Claim.Back To Top
To qualify for a payment from the Net Settlement Fund, you must submit a timely and valid Claim Form. The Claim Form is enclosed with the Notice. You can also download a copy of the Claim Form from this website here. Please read the instructions contained in the Claim Form carefully, fill out the Claim Form, include all the documents the form requests, sign it, and mail it to the mailing address below or submit it online here. Claim Forms must be postmarked or received online no later than January 14, 2022.
Mailing address for Claim Forms:
RTI Securities Settlement
P.O. Box 6819
Portland, OR 97228-6819
It is not possible at this time to determine when the Settlement proceeds will be distributed to eligible Class Members. The Court will hold a Settlement Hearing on January 24, 2022, either in-person or telephonically, to decide, among other things, whether to finally approve the Settlement. Even if the Court approves the Settlement, there may be appeals which can take time to resolve, perhaps more than a year. It also takes a long time for all the Claim Forms to be accurately reviewed and processed and it may take a long time for the AAR to make a ruling about Taxes. Please be patient.Back To Top
Unless you exclude yourself, you will remain in the Settlement Class, which means that upon the “Effective Date” of the Settlement, you will release all “Released Plaintiff’s Claims” against the “Released Defendant Parties.” For additional information and a definition of these terms, please review Question 10 of the Notice.Back To Top
To exclude yourself from the Settlement Class, you must mail a signed letter stating that you request to be “excluded from the Settlement Class in Patricia Lowry v RTI Surgical Holdings, Inc. Civil Action No. 20 C 01939 (MFK)” You cannot exclude yourself by telephone or email. Each request for exclusion must also:
RTI Securities Settlement
P.O. Box 6819
Portland, OR 97228-6819
This information is needed to determine whether you are a member of the Settlement Class. Your exclusion request must comply with these requirements in order to be valid. If you ask to be excluded, do not submit a Claim Form because you cannot receive any payment from the Net Settlement Fund. Also, you cannot object to the Settlement because you will not be a Class Member. However, if you submit a valid exclusion request, you will not be legally bound by anything that happens in the Action, and you may be able to sue (or continue to sue) Defendants and the other Released Defendant Parties in the future.Back To Top
No. Unless you properly exclude yourself, you will give up any rights to sue Defendants and the other Released Defendant Parties for any and all Released Plaintiff’s Claims. If you have a pending lawsuit against any of the Released Defendant Parties, speak to your lawyer in that case immediately. You must exclude yourself from this Settlement Class to continue your own lawsuit. Remember, the exclusion deadline is January 14, 2022.Back To Top
No, only Class Members are eligible to recover money from the Settlement.Back To Top
Pomerantz LLP and Roche Freedman LLP, Co-Lead Counsel, represent all Class Members in this Action. You will not be separately charged for these lawyers. The Court will determine the amount of attorneys’ fees and expenses, which will be paid from the Settlement Amount. If you want to be represented by your own lawyer, you may hire one at your own expense.Back To Top
Co-Lead Counsel has not received any payment for its services in conducting this litigation on behalf of Plaintiff and the members of the Class, nor has it been reimbursed for its out-of-pocket expenditures. If the Settlement is approved by the Court, Lead Counsel will apply to the Court for attorneys’ fees not to exceed 33% of the Settlement Amount, and reimbursement of expenses not to exceed $100,000. If the amount requested by counsel is approved by the Court, the average cost of fees would be approximately $0.10 per share. In addition, a Compensatory Award for the time and expenses incurred by the Lead Plaintiff will be requested, not to exceed $5,000.Back To Top
Any Class Member who does not timely and validly request exclusion from the Class and who objects to the Settlement, the adequacy of the representation provided by Lead Plaintiff and Lead Counsel, the proposed Plan of Allocation of the Net Settlement Fund, the Final Order and Judgment contemplated by the Stipulation, the application for attorneys’ fees and reimbursement of expenses, and/or the application for and of the reimbursement of the reasonable time, costs and expenses of the Lead Plaintiff, or who otherwise wishes to be heard with respect to any of the foregoing, may appear in person or by attorney (or via any video platform designated by the Court) at the Final Approval Hearing, at his or her own expense, and present any evidence or argument that may be proper and relevant. However, no person shall be heard, and no papers, briefs, pleadings or other documents submitted by any such person shall be considered by the Court unless, no later than January 10, 2022, (1) a notice of the person’s intention to appear, (2) a statement of such person’s objections to any matter before the Court, and (3) the grounds for such objections or the reason for such person’s request to appear and to be heard, as well as the information requested in Section IV of the Notice and all other documents and writings which such person desires the Court to consider, shall be filed by such person with the Clerk of the Court, and, on or before such filing, shall be delivered by hand, overnight mail or by certified mail, return-receipt requested, sufficient postage prepaid, upon each of the following counsel of record:
|Lead Counsel||Defendants’ Counsel Representatives|
Louis C. Ludwig, Esq.
10 South LaSalle Street
Chicago, IL 60603
ROCHE FREEDMAN LLP
Velvel Freedman, Esq.
1 SE 3rd Ave.
Miami, FL 33131
HOLLAND & KNIGHT LLP
Stephen P. Warren, Esq.
701 Brickell Avenue
Miami, FL 33131
MURPHY & MCGONIGLE, P.C.
Stephen J. Crimmins, Esq.
1185 Avenue of the Americas
New York, NY 10036
DLA PIPER LLP (US)
Deborah Meshulam, Esq.
500 8th Street NW
Washington, DC 20004
HOMER BONNER JACOBS ORTIZ, P.A.
Russell Koonin, Esq.
1200 Four Seasons Tower
1441 Brickell Avenue
Miami, FL 33131
All members of the Class who do not request exclusion therefrom, in the manner provided in the Notice, will be represented by Lead Counsel in connection with the Settlement, but may, if they so desire, also enter an appearance through counsel of their own choice and at their own expense.Back To Top
Objecting is telling the Court that you do not like something about the proposed Settlement, Plan of Allocation, or Lead Counsel’s Fee and Expense Application. You can still recover money from the Settlement. You can object only if you stay in the Settlement Class. Excluding yourself is telling the Court that you do not want to be part of the Settlement Class. If you exclude yourself from the Settlement Class, you have no basis to object because the Settlement and the Action no longer affect you.Back To Top
The Final Approval Hearing shall be held before Honorable Matthew F. Kennelly on January 24, 2022, at 09:00 a.m., in Courtroom 2103 of the United States District Court for the Northern District of Illinois, Evert McKinley Dirksen Building, United States Courthouse, 219 South Dearborn Street, Chicago, IL 60604 or via Zoom or some other video platform.
At this hearing, the Court will consider whether: (1) whether a Class should be certified for purposes of the Settlement and whether Lead Plaintiff and Lead Counsel have adequately represented the Class Members; (2) whether the proposed Settlement of the Class’s claims against the Defendants for $10,500,000 should be approved as fair, reasonable and adequate; (3) whether the proposed Plan of Allocation is fair, just, reasonable, and adequate; (4) whether the Court should permanently enjoin the assertion of any claims that arise from or relate to the subject matter of the Action; (5) whether the Action should be dismissed with prejudice against the Defendants as set forth in the Stipulation of Settlement filed with the Court; (6) whether the application by Lead Counsel for an award of attorneys’ fees and expenses should be approved; and (7) whether the Lead Plaintiff’s application for reimbursement of costs and expenses should be granted.
The Court will take into consideration any written objections filed in accordance with the instructions in FAQ 16. We do not know how long it will take the Court to make these decisions.
You should be aware that the Court may change the date and time of the Settlement Hearing, or hold the hearing telephonically, without another notice being sent to Class Members. If you want to attend the hearing, you should check with Lead Counsel or this settlement website to be sure that the hearing date and/or time has not changed.Back To Top
No. Lead Counsel will answer any questions the Court may have. But, you are welcome to attend at your own expense. If you submit a valid and timely objection, the Court will consider it and you do not have to come to Court to discuss it. You may have your own lawyer attend (at your own expense), but it is not required. If you do hire your own lawyer, he or she must file and serve a Notice of Appearance in the manner described in the answer to FAQ 20 on or before January 10, 2022.Back To Top
You may ask the Court for permission to speak at the Settlement Hearing. To do so, you must, no later than January 10, 2022, submit a statement that you, or your attorney, intend to appear in “PATRICIA LOWRY v RTI SURGICAL HOLDINGS, INC. Civil Action No. 20 C 01939 (MFK)” Persons who intend to present evidence at the Settlement Hearing must also include in their objections, the identities of any witnesses they may wish to call to testify and any exhibits they intend to introduce into evidence at the Settlement Hearing. You may not speak at the Settlement Hearing if you exclude yourself from the Settlement Class or if you have not provided written notice of your intention to speak at the Settlement Hearing in accordance with the procedures described in this FAQ and FAQ 16.Back To Top
If you do nothing and you are a member of the Settlement Class, you will receive no money from this Settlement and you will be precluded from starting a lawsuit, continuing with a lawsuit, or being part of any other lawsuit against Defendants and the other Released Defendant Parties concerning the Released Plaintiff’s Claims. To share in the Net Settlement Fund, you must submit a Claim Form. To start, continue, or be a part of any other lawsuit against Defendants and the other Released Defendant Parties concerning the Released Plaintiff’s Claims, you must exclude yourself from the Settlement Class.Back To Top
The Settlement Amount, and any interest it earns, is called the “Settlement Fund.” The Settlement Fund, after deduction of Court-approved attorneys’ fees and expenses, Notice and Administration Expenses, Taxes, and any other fees or expenses approved by the Court is the “Net Settlement Fund.” The Net Settlement Fund will be distributed according to the Plan of Allocation (described in the Notice) to members of the Settlement Class who timely submit valid Claim Forms that show a Recognized Claim according to the Plan of Allocation approved by the Court. Class Members who do not timely submit valid Claim Forms will not share in the Net Settlement Fund, but will otherwise be bound by the terms of the Settlement and what happens in the Action. The Court may approve the Plan of Allocation or modify it without additional notice to the Settlement Class.
The Plan of Allocation is on pages 3-6 of the Notice, found here.Back To Top
The CUSIP for the Class Period is 74975N105. The ticker symbol from March 7, 2016, through March 27, 2020 was RTIX.Back To Top