Salona Global Medical Device Corporation Announces Approval of Change of Business, First Acquisition
March 15 2021 - 9:00AM
Salona Global Medical Device Corporation (formerly Brattle Street
Investment Corp.) (the “
Company” or
“
Salona Global”) (TSXV:SGMD) today announced the
approval of all items of business disclosed in the management
information circular dated January 26, 2021 (the
“
Circular”) at the previously announced annual
general and special shareholders’ meeting (the
“Meeting”). Included in the business of the
Meeting was the resolution to adopt the Change of Business as
defined by the TSX Venture Exchange and to approve the first
acquisition for the Company (the “
Transaction”).
All items of business were approved with overwhelming majorities.
“We’re pleased with the outcome of the Meeting”
said Les Cross, Chairman of Salona Global, “With the successful
resolution of our shareholder vote we are taking the necessary
steps to have our shares recommence trading and get moving with our
acquisition-oriented business plan. We are still waiting on final
acceptance by the SEC of our S-1 Registration Statement that we
filed before we can begin trading again. We will keep our
shareholders up to date as we finalize that process.”
Upon re-listing, Salona Global (investor
information at www.salonaglobal.com) will focus on a number of
acquisitions and plans to achieve scale through a combination of
further transactions and organic growth. It will be operating in
the US$30 billion recovery science market including post-operative
pain, wound care and other markets serving the ageing population in
developed economies. Salona Global’s emphasis will include products
and technologies that will be disruptive in the marketplace. After
an initial growth phase, SGMD has the ultimate goal of listing on a
US exchange.
Salona Global is led by US healthcare executive
Mr. Les Cross (Chairman of the Board and Interim CEO).
-
Mr. Cross is the former Chairman and CEO of DJO Global, which
completed a US$200m IPO on the NYSE in 2001 and was subsequently
sold to Blackstone for US$1.6 billion in 2007.
-
Mr. Cross has been a leader in healthcare acquisitions and
integrations, having completed and integrated nearly 20
acquisitions.
Ms. Jane Kiernan, a US healthcare executive, as
Vice Chairwoman of the Board.
-
Ms. Kiernan is the former CEO of Salter Labs (www.salterlabs.com),
a medical device company owned by Roundtable Healthcare Partners (a
private equity fund).
-
Ms. Kiernan is a former director and Chairwoman of the Governance,
Nominating and Audit Committees of American Medical Systems, a
Nasdaq company that was sold to Endo Pharmaceuticals for US$2.9
billion.
As previously announced, Mr. Cross and Ms.
Kiernan are joined on the board by Dr. Ken Kashkin, the former
Chief Medical Officer of Ferring Pharmaceuticals, a multi-billion
dollar private healthcare company, and a former senior executive at
Abbot Laboratories, and Mr. Kyle Wilks, a US Naval Academy
graduate, a former Executive Director at a mid-market healthcare
private equity group and a former senior manager at Baxter
Healthcare. Mr. Kyle Appleby is the interim Chief Financial Officer
of the Company.
Post-Closing Growth Plan for Salona
Global
The acquisition oriented growth plan will aim to
leverage the liquid Canadian capital markets to target smaller
US-based and international private medical device companies
offering stock and cash deals to acquire, integrate and grow a
large, broad-based medical technology company.
The post-Transaction organic growth strategy is
to increase revenue and profits and therefore earnings per share
(EPS) by:
-
Growing revenues through expanded international distribution:
Leveraging management’s existing and robust sales distribution
networks in Europe, Japan and Australia to increase sales for each
acquired company;
-
Expanding product lines: developing, in-licensing or acquiring new
IP protected devices synergistic with the acquisitions; and
-
Increasing profits: operational integration reducing supply chain
risks and increasing cash flow and margin.
For more information please contact:
Les CrossChairman of the Board and Interim Chief
Executive OfficerTel: 1 (800) 760-6826Email:
Info@Salonaglobal.com
Additional Information
Completion of the Transaction remains subject to
a number of conditions, including but not limited to, TSX Venture
Exchange acceptance.
There can be no assurance that the Transaction
will be completed as proposed or at all. Investors are cautioned
that, except as disclosed in the Circular prepared in connection
with the Transaction, any information released or received with
respect to the Transaction may not be accurate or complete and
should not be relied upon. Trading in the securities of the Company
should be considered highly speculative.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
Although the Company believes, in light of the
experience of its officers and directors, current conditions and
expected future developments and other factors that have been
considered appropriate that the expectations reflected in this
forward-looking information are reasonable, undue reliance should
not be placed on them because the Company can give no assurance
that they will prove to be correct. When used in this news release,
the words “estimate”, “project”, “belief”, “anticipate”, “intend”,
“expect”, “plan”, “predict”, “may” or “should” and the negative of
these words or such variations thereon or comparable terminology
are intended to identify forward-looking statements and
information. The forward-looking statements and information in this
news release include: information relating to the business plans of
the Company; closing of the Transaction; the business to be
conducted by the Company upon completion of the Transaction;
Company’s intention to list on the US exchange; and the Company’s
post-acquisition organic growth plan and strategy, including to
increase revenue and profits and therefore earnings per share (EPS)
and the manner in which the Company proposes to accomplish it. Such
statements and information reflect the current view of the Company.
Risks and uncertainties may cause actual results to differ
materially from those contemplated in those forward-looking
statements and information. By their nature, forward-looking
statements involve known and unknown risks, uncertainties and other
factors which may cause our actual results, performance or
achievements, or other future events, to be materially different
from any future results, performance or achievements expressed or
implied by such forward-looking statements. Such factors include,
among others, the following risks: (i) there is no assurance that
the Company will obtain all requisite approvals for the
Transaction, including the TSX Venture Exchange for the Transaction
(which may be conditional upon amendments to the terms of the
Transaction); (ii) there is no assurance that the Company will
obtain approval of the SEC for its S-1 Registration Statement,
(iii) the Company may require additional financing from time to
time in order to continue its operations and financing may not be
available when needed or on terms and conditions acceptable to the
Company; (iv) new laws or regulations could adversely affect the
Company’s business and results of operations; and (v) the stock
markets have experienced volatility that often has been unrelated
to the performance of companies. These fluctuations may adversely
affect the price of the Company’s securities, regardless of its
operating performance. There are a number of important factors that
could cause the Company’s actual results to differ materially from
those indicated or implied by forward-looking statements and
information. Such factors include, among others: material changes
to the Company which require an amendment to the Circular; currency
fluctuations; disruptions or changes in the credit or security
markets; results of operation activities and development of
projects; project cost overruns or unanticipated costs and
expenses, and general market and industry conditions and risks
related to COVID-19 including various recommendations, orders and
measures of governmental authorities to try to limit the pandemic,
including travel restrictions, border closures, non-essential
business closures, quarantines, self-isolations, shelters-in-place
and social distancing, disruptions to markets, economic activity,
financing, supply chains and sales channels, and a deterioration of
general economic conditions including a possible national or global
recession. The Company undertakes no obligation to comment on
analyses, expectations or statements made by third parties in
respect of the Company, its securities, or its financial or
operating results (as applicable). The Company cautions that the
foregoing list of material factors is not exhaustive. When relying
on the Company’s forward-looking statements and information to make
decisions, investors and others should carefully consider the
foregoing factors and other uncertainties and potential events. The
Company has assumed that the material factors referred to in the
previous paragraph will not cause such forward-looking statements
and information to differ materially from actual results or events.
However, the list of these factors is not exhaustive and is subject
to change and there can be no assurance that such assumptions will
reflect the actual outcome of such items or factors. The
forward-looking information contained in this press release
represents the expectations of the Company as of the date of this
press release and, accordingly, is subject to change after such
date. Readers should not place undue importance on forward-looking
information and should not rely upon this information as of any
other date. The Company does not undertake to update this
information at any particular time except as required in accordance
with applicable laws.
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