Titan Medical Announces US$2.0 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules
May 04 2020 - 9:00AM
Business Wire
Titan Medical Inc. (“Titan” or the
“Company”) (TSX:TMD) (Nasdaq:TMDI), a medical
device company focused on the design, development and
commercialization of a robotic surgical system for application in
minimally invasive surgery (“MIS”), is pleased to announce
today that it has entered into definitive agreements with
institutional investors that provide for the purchase and sale of
5,514,504 common shares of the Company (the “Common Shares”)
at a per share purchase price of US$0.36268 per Common Share in a
registered direct offering priced at-the-market under Nasdaq rules,
resulting in expected total gross proceeds of approximately US$2.0
million. In addition, Titan has agreed to issue to the investors
unregistered warrants to purchase up to an aggregate of 2,757,252
Common Share purchase warrants (each, a “Warrant”). Each
whole Warrant is exercisable to purchase one Common Share (a
“Warrant Share”) at an exercise price of US$0.3002 per
Common Share for a period of five and one-half (5.5) years
following the date of closing of the offering.
H.C. Wainwright & Co. is acting as the exclusive placement
agent for the offering.
The closing of the sale of the securities is expected to occur
on or about May 6, 2020, subject to the satisfaction of customary
closing conditions including required approvals from the Toronto
Stock Exchange (“TSX”). Titan intends to use the net
proceeds from the offering for general corporate purposes
including: resuming the development of its single-port robotic
surgical system, instruments and accessories; funding working
capital (including the reduction of outstanding payables); and
capital expenditures.
The Common Shares (but not the Warrants or the Common Shares
underlying the Warrants) are being offered and sold in the
registered direct offering by Titan pursuant to a "shelf"
registration statement on Form F-3 (Registration No. 333-232898),
including a base prospectus, previously filed with and declared
effective by the Securities and Exchange Commission (the
“SEC”) on August 2, 2019. The offering of the Common Shares
will be made only by means of a prospectus supplement that forms a
part of the registration statement to be dated on or about May 4,
2020. The prospectus supplement will be filed with the SEC and will
be available on the SEC's website located at http://www.sec.gov.
Electronic copies of the prospectus supplement and accompanying
base prospectus may also be obtained, when available, by contacting
H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New
York, NY 10022, by phone at 646-975-6996 or e-mail at
placements@hcwco.com.
The Warrants described above were offered in a private placement
under the United States Securities Act of 1933, as amended (the
“Act”), and the Warrants and Common Shares issuable upon exercise
of the Warrants have not been registered under the Act or
applicable state securities laws. Accordingly, the Warrants and
Common Shares issuable upon exercise of the Warrants may not be
offered or sold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements of the Act and such applicable state
securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction,
and no securities will be offered or sold to residents of
Canada.
The TSX has confirmed that the Company qualifies as an “Eligible
Interlisted Issuer” pursuant to Section 602.1 of the TSX Company
Manual which provides that the TSX will not apply certain of its
requirements to issuers whose shares are listed on another
recognized stock exchange such as the Nasdaq Capital Market. The
TSX has determined to accept notice of the Offering and has
conditionally approved for listing up to an additional 29,328,422
Common Shares.
About Titan
Titan Medical Inc. is focused on computer-assisted robotic
surgical technologies for application in MIS. The Company is
developing a single-port robotic surgical system comprised of a
surgeon-controlled patient cart that includes a dual-view camera
system with 3D and 2D high-definition vision options and
multi-articulating instruments for performing MIS procedures, and a
surgeon workstation that provides an advanced ergonomic interface
to the patient cart and a 3D endoscopic view inside the patient’s
body. Titan intends to initially pursue gynecologic surgical
indications for use of its single-port robotic surgical system.
For more information, please visit the Company’s website at
www.titanmedicalinc.com.
Forward-Looking Statements
This news release contains “forward-looking statements” within
the meaning of applicable Canadian and U.S. securities laws. Such
statements reflect the current expectations of management of the
Company’s future growth, results of operations, performance and
business prospects and opportunities. Wherever possible, words such
as “may”, “would”, “could”, “will”, “anticipate”, “believe”,
“plan”, “expect”, “intend”, “estimate”, “potential for” and similar
expressions have been used to identify these forward-looking
statements. These statements, including with respect to the closing
date of the offering and the use of the net proceeds of the
offering, reflect management’s current beliefs with respect to
future events and are based on information currently available to
management. Forward-looking statements involve significant risks,
uncertainties and assumptions. Many factors could cause the
Company’s actual results, performance or achievements to be
materially different from any future results, performance or
achievements that may be expressed or implied by such
forward-looking statements, including, without limitation, those
listed in the “Risk Factors” section of the Company’s Annual Report
for the year ended December 31, 2019 (which may be viewed at
www.sedar.com and www.sec.gov). Should one or more of these risks
or uncertainties materialize, or should assumptions underlying the
forward-looking statements prove incorrect, actual results,
performance, or achievements may vary materially from those
expressed or implied by the forward-looking statements contained in
this news release. These factors should be considered carefully,
and prospective investors should not place undue reliance on the
forward-looking statements. Although the forward-looking statements
contained in the news release are based upon what management
currently believes to be reasonable assumptions, the Company cannot
assure prospective investors that actual results, performance or
achievements will be consistent with these forward-looking
statements. Except as required by law, the Company expressly
disclaims any intention or obligation to update or revise any
forward-looking statements whether as a result of new information,
future events or otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20200504005389/en/
Stephen Randall Chief Financial Officer 416-548-7522
stephen@titanmedicalinc.com
Titan Medical (NASDAQ:TMDI)
Historical Stock Chart
From Mar 2024 to Apr 2024
Titan Medical (NASDAQ:TMDI)
Historical Stock Chart
From Apr 2023 to Apr 2024