0001104659-20-003963.txt : 20200114 0001104659-20-003963.hdr.sgml : 20200114 20200114165957 ACCESSION NUMBER: 0001104659-20-003963 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200114 DATE AS OF CHANGE: 20200114 GROUP MEMBERS: GLEN CAPITAL PARTNERS GP LLC GROUP MEMBERS: GLEN CAPITAL PARTNERS LLC GROUP MEMBERS: GREGORY L. SUMME SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RTI Surgical Holdings, Inc. CENTRAL INDEX KEY: 0001760173 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 832540607 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90956 FILM NUMBER: 20526523 BUSINESS ADDRESS: STREET 1: 520 LAKE COOK ROAD, SUITE 315 CITY: DEERFIELD STATE: IL ZIP: 60015 BUSINESS PHONE: 3864188888 MAIL ADDRESS: STREET 1: 520 LAKE COOK ROAD, SUITE 315 CITY: DEERFIELD STATE: IL ZIP: 60015 FORMER COMPANY: FORMER CONFORMED NAME: Bears Holding Sub, Inc. DATE OF NAME CHANGE: 20181127 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Glen Capital Partners Focus Fund, L.P. CENTRAL INDEX KEY: 0001572382 IRS NUMBER: 462135960 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 75 ARLINGTON STREET STREET 2: SUITE 500 CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-229-6320 MAIL ADDRESS: STREET 1: 75 ARLINGTON STREET STREET 2: SUITE 500 CITY: BOSTON STATE: MA ZIP: 02116 FORMER COMPANY: FORMER CONFORMED NAME: Glen Capital Partners Fund I, L.P. DATE OF NAME CHANGE: 20130318 SC 13G 1 a20-3451_1sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No.     )*

 

RTI Surgical Holdings, Inc.

(Name of Issuer)

Common Stock, $0.001 par value

(Title of Class of Securities)

74975N105

(CUSIP Number)

January 14, 2020

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


 

CUSIP No. 74975N105

13G

 

 

 

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)

Glen Capital Partners Focus Fund, L.P. (EIN 46-2135960)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
- 0 -

 

6.

Shared Voting Power
4,650,452

 

7.

Sole Dispositive Power
- 0 -

 

8.

Shared Dispositive Power
4,650,452

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,650,452

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.3%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

2


 

CUSIP No. 74975N105

13G

 

 

 

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)

Glen Capital Partners LLC (EIN 46-1943999)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
- 0 -

 

6.

Shared Voting Power
4,650,452

 

7.

Sole Dispositive Power
- 0 -

 

8.

Shared Dispositive Power
4,650,452

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,650,452

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.3%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

3


 

CUSIP No. 74975N105

13G

 

 

 

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)

Glen Capital Partners GP LLC (EIN 46-2147160)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
- 0 -

 

6.

Shared Voting Power
4,650,452

 

7.

Sole Dispositive Power
- 0 -

 

8.

Shared Dispositive Power
4,650,452

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,650,452

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.3%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

4


 

CUSIP No. 74975N105

13G

 

 

 

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)

Gregory L. Summe

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
USA

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
- 0 -

 

6.

Shared Voting Power
5,117,616 (1)

 

7.

Sole Dispositive Power
- 0 -

 

8.

Shared Dispositive Power
5,117,616 (1)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,117,616

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.9%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 


(1)  Includes Common Stock held by members of Mr. Summe’s family where he shares voting and investment control.

 

5


 

CUSIP No. 74975N105

13G

 

 

Item 1.

 

(a)

Name of Issuer
RTI Surgical Holdings, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
520 Lake Cook Road, Suite 315

Deerfield, Illinois 60015

 

Item 2.

 

(a)

Name of Person(s) Filing
Glen Capital Partners Focus Fund, L.P.

Glen Capital Partners LLC

Glen Capital Partners GP LLC

Gregory L. Summe

 

(b)

Address of the Principal Office or, if none, residence
4851 Tamiami Trail N. Suite 200, Naples, FL 34103

 

(c)

Citizenship
Glen Capital Partners Focus Fund, L.P. is a Delaware limited partnership
Glen Capital Partners LLC is a Delaware limited liability company
Glen Capital Partners GP LLC is a Delaware limited liability company
Gregory L. Summe is a United States citizen

 

(d)

Title of Class of Securities
Common Stock, $0.001 par value

 

(e)

CUSIP Number
74975N105

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with

§240.13d-1(b)(1)(ii)(J), please specify the type of institution:____________________________

 

6


 

Item 4.

Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   

Glen Capital Partners Focus Fund, L.P.: 4,650,452

Glen Capital Partners LLC: 4,650,452

Glen Capital Partners GP LLC: 4,650,452

Gregory L. Summe: 5,117,616 (1)

 

(b)

Percent of class:   

Glen Capital Partners Focus Fund, L.P.: 6.3%

Glen Capital Partners LLC: 6.3%

Glen Capital Partners GP LLC: 6.3%

Gregory L. Summe: 6.9% (1)

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote:   

Glen Capital Partners Focus Fund, L.P.: - 0 -

Glen Capital Partners LLC: - 0 -

Glen Capital Partners GP LLC: - 0 -

Gregory L. Summe: - 0 -

 

 

(ii)

Shared power to vote or to direct the vote:    

Glen Capital Partners Focus Fund, L.P.:  4,650,452

Glen Capital Partners LLC:  4,650,452

Glen Capital Partners GP LLC:  4,650,452

Gregory L. Summe: 5,117,616 (1)

 

 

(iii)

Sole power to dispose or to direct the disposition of:   

Glen Capital Partners Focus Fund, L.P.: - 0 -

Glen Capital Partners LLC: - 0 -

Glen Capital Partners GP LLC: - 0 -

Gregory L. Summe: - 0 -

 

 

(iv)

Shared power to dispose or to direct the disposition of:   

Glen Capital Partners Focus Fund, L.P.:  4,650,452

Glen Capital Partners LLC:  4,650,452

Glen Capital Partners GP LLC:  4,650,452

Gregory L. Summe: 5,117,616 (1)

 


(1)  Includes Common Stock held by members of Mr. Summe’s family where he shares voting and investment control.

 

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.   o

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

 

Item 9.

Notice of Dissolution of Group.

Not applicable.

 

7


 

CUSIP No. 74975N105

13G

 

 

Item 10.

Certification.

(b)

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

01/14/2020

 

Date

 


/s/ Gregory L. Summe

 

Gregory L. Summe, individually, and as the sole member of Glen Capital Partners LLC and Glen Capital Partners GP LLC for itself and as the general partner of Glen Capital Partners Focus Fund, L.P.

 

8


 

Exhibit A

 

AGREEMENT

 

Each of the undersigned, pursuant to Rule 13d-1(k)(l) under the Securities Exchange Act of 1934, as amended, hereby agrees that only one statement containing the information required by Schedule 13G needs be filed with respect to the ownership by each of the undersigned of the shares of common stock of RTI Surgical Holdings, Inc., and that the Schedule 13G to which this Agreement is appended as Exhibit A is to be filed with the Securities and Exchange Commission on behalf of each of the undersigned on or about the date hereof.

 

EXECUTED as a sealed instrument this 14th day of January 2020.

 

 

/s/ Gregory L. Summe

 

Gregory L. Summe, individually, and as the sole member of Glen Capital Partners LLC and Glen Capital Partners GP LLC for itself and as the general partner of Glen Capital Partners Focus Fund, L.P.

 

9