Surgical Specialties to acquire leading German Needle and Suture Manufacturer

Wednesday, January 27, 2016

Surgical Specialties Corporation, a leading provider of branded, private label, and OEM medical devices for advanced surgery, wound closure, ophthalmology, and radiology announced today that it has acquired all shares of FSSB Chirurgische Nadein GMBH (FSSB) and affiliated entities. Terms were not disclosed. The acquisition will be immediately accretive to both Surgical Specialties' sales and adjusted EBITDA.

FSSB was founded in 1995 by current managing directors Henry Frenzel and Joachim Brohammer and two others. They provide a broad range of needles for use in surgery including micro, ophthalmic and standard surgical needles. FSSB also works with partners to attach the needles to sutures used in ophthalmic, cardiovascular and sternotomy procedures. FSSB has developed highly automated and proprietary manufacturing technology that produces very high quality needles and is very scalable. FSSB is headquartered in Jestetten, Germany with manufacturing in Jestetten and a larger manufacturing plant in Poessneck, Germany.

"The combination of FSSB and Surgical Specialties immediately creates one of the largest, if not the largest manufacturer of surgical needles globally," commented Victor Diaz, President and Chief Operating Officer of Surgical Specialties. "The combined companies will offer a broader range of products and services both in terms of bulk needles and needles sold with attached sutures to our OEM, branded and private label customers. The degree of FSSB process automation will ensure delivery of high quality needles to our customers in a flexible and cost effective fashion. We are very pleased that Henry and Joachim have agreed to join Surgical Specialties and continue to manage the FSSB business."

Henry Frenzel said, "Joachim and I are proud of the company we have built in FSSB. Together with our employees we have created leading positions in needle and suture manufacturing with a strong and diverse set of customers."

Joachim Brohammer added: "The combination of the FSSB and Surgical Specialties should allow us to meaningfully expand our needle business while continuing to provide the highest level of service to our customers. We look forward to working with Victor and the Surgical Specialties team to make that growth a reality."

The Company financed the transaction through a new $147 million commercial banking facility. The facility allowed Surgical Specialties to refinance its existing debt under more attractive terms, finance the purchase of all outstanding FSSB shares and put in place a revolver line of credit that provides flexibility for future investments. Bank of America, N.A. served as Administrative Agent, Swingline lender and L/C Issuer. Merrill Lynch, Pierce, Fenner & Smith Inc., Citizens Bank, N.A. and Capital One served as Joint Lead Arrangers and Book Runners. Santander and TD Bank, N.A. were documentation agents.  Also participating in the facility were First Niagara Bank, N.A. and Webster Bank.

"FSSB is an example of our strategy to balance continuing organic growth with focused acquisitions that complement and strengthen our products and services while immediately adding to revenue and EBITDA growth," said John Barr, Surgical Specialties CEO. "FSSB provides us with proprietary technology that has the potential to create a true competitive advantage in the manufacture of needles sold both in bulk and as part of our OEM, branded and private label suture products. We also want to thank our banking partners for their flexibility and willingness to help fund the transaction and refinance our debt under more favorable terms than our prior credit facility."