Titan Medical (NASDAQ:TMDI)
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2 Anos : De Mar 2018 até Mar 2020
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 the closing of its previously announced public offering (the “Offering”)
pursuant to an agency agreement dated March 18, 2019 between the Company
and Bloom Burton Securities Inc. (the “Agent”).
The Company closed the Offering on March 21, 2019 and issued 7,352,941
units (the “Units”) for gross proceeds of approximately US
$25,000,000. Each Unit was issued at a price of US $3.40 per Unit (the “Offering
Price”) and is comprised of one common share of the Company (a “Common
Share”) and one warrant entitling the holder to purchase one Common
Share at a price of US $4.00 until expiry on March 20, 2024.
The Agent also exercised, in full, the over-allotment option (the “Over-Allotment
Option”) granted to the Agent in conjunction with the Offering and
pursuant to the exercise of the Over-Allotment Option, the Company sold
an additional 1,102,941 Units at closing at the Offering Price for
additional gross proceeds to the Company of approximately US $3,750,000.
The closing of the Offering and the exercise of the Over-Allotment
Option together resulted in total gross proceeds of approximately US
$28,750,000 and the sale and issuance of 8,455,882 Units.
The Common Shares sold and issued in connection with the closing were
listed and posted for trading on the Toronto Stock Exchange under the
symbol “TMD” and on the Nasdaq Capital Market under the symbol “TMDI” on
March 21, 2019.
The Units were qualified for sale by way of a prospectus dated March 18,
2019 (the “Prospectus”) filed by the Company in each of the
provinces of Ontario, British Columbia and Alberta, and a corresponding
registration statement on Form F-10 (the “Registration Statement”)
with the United States Securities and Exchange Commission under the
U.S.-Canada Multijurisdictional Disclosure System. The Units were
offered for sale in the United States through Northland Capital Markets,
which was appointed by the Agent as a sub-agent. Northland Capital
Markets is a division of Northland Securities, Inc., member FINRA/SIPC.
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 Prospectus, available at www.sedar.com
and the Registration Statement, available at www.sec.gov.
Related Party Transaction
An aggregate of 1,350 Units were issued to an insider of the Company
under the Offering for gross proceeds of US $4,590. The insider
subscription constitutes a “related party transaction” pursuant to
Multilateral Instrument 61‐101 – Protection of Minority Security
Holders in Special Transactions (“MI 61‐101”). In completing
the insider subscription, the Company relied on the exemptions from the
formal valuation and minority shareholder approval requirements of MI
61‐101 set forth in sections 5.5(a) and 5.7(a) of MI 61‐101, as the
aggregate value of the insider subscription does not exceed 25% of the
market capitalization of the Company. The Company did not file a
material change report more than 21 days before the expected closing of
the Offering due to the limited time between the commitment by the
insider to purchase the subject Units and the closing.
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
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, 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.
View source version on businesswire.com: https://www.businesswire.com/news/home/20190321005752/en/
LHA Investor RelationsKim Sutton Golodetz(212) firstname.lastname@example.orgBruce