Titan Medical Announces Filing of Final Prospectus
March 19 2019 - 7:00AM
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 that yesterday it
filed and was receipted for a final short form prospectus (the
“Final Prospectus”) in connection with the previously
announced marketed offering (the “Offering”) of units of the
Company (the “Units”). Pursuant to the Offering, Titan will
issue Units at a price of US $3.40 per Unit for gross proceeds of a
minimum of US $20,000,000 and a maximum of US $25,000,000. Each
Unit is comprised of one common share of the Company (a “Common
Share”) and one Common Share purchase warrant of the Company (a
“Warrant”). Each Warrant is exercisable for one Common Share
at a price of US $4.00, for a period of 5 years following the
closing of the Offering. It is expected that closing of the
Offering will occur on or about March 21, 2019, or such other date
or dates as the Company and the Agent may agree.
The Offering will be undertaken on a best efforts basis pursuant
to the terms and conditions of an agency agreement entered into
between the Company and Bloom Burton Securities Inc. (the
“Agent”). The Company has granted the Agent a 30-day
over-allotment option to sell up to an additional 15% of the number
of Units and/or Warrants offered in the Offering.
The Units will also be offered for sale in the United States, by
Northland Securities, Inc. as sub-agent with respect to the offer
and sale of the Units in the United States. In connection with the
Offering, the Agent will be paid a cash commission equal to 7.0% of
the gross proceeds of the Offering and it will be issued that
number of non-transferable broker warrants exercisable for Common
Shares equal to 7.0% of the number of Units sold in the
Offering.
The Final Prospectus has been filed in each of the provinces of
Ontario, British Columbia and Alberta, and a corresponding
registration statement on Form F-10 (the “Registration
Statement”) has been filed with the United States Securities
and Exchange Commission under the U.S.-Canada Multijurisdictional
Disclosure System.
The net proceeds of the Offering will be used to fund continued
development work in connection with the Company’s SPORT Surgical
System, as well as for working capital and other general corporate
purposes. Further details are disclosed in the Final Prospectus,
available at www.sedar.com and the
Registration Statement, available at www.sec.gov.
The Offering is subject to a number of customary conditions,
including, without limitation, receipt of all regulatory and stock
exchange approvals. This news release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any sale of the Units, in any province, state or jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of such
province, state or jurisdiction.
About Titan
Titan Medical Inc. is focused on computer-assisted robotic
surgical technologies for application in MIS. The Company is
developing the SPORT Surgical System, a single-port robotic
surgical system comprised of a surgeon-controlled patient cart that
includes a 3D high-definition vision system 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 initially to pursue focused surgical indications for
the SPORT Surgical System, which may include one or more of
gynecologic, urologic, colorectal or general abdominal
procedures.
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 use of
the net proceeds of the Offering and the closing date 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
Information Form dated March 31, 2018 (which may be viewed at
www.sedar.com). 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.
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version on businesswire.com: https://www.businesswire.com/news/home/20190319005272/en/
LHA Investor RelationsKim Sutton Golodetz(212)
838-3777kgolodetz@lhai.comorBruce Voss(310)
691-7100bvoss@lhai.com
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