TORONTO, ON--(Marketwired - September 08, 2016) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Titan Medical Inc. ("Titan" or the "Company") (TSX: TMD) (OTCQX: TITXF) announced today that it will undertake an overnight marketed public offering (the "Offering") of units (the "Units"), comprising common shares of the Company and common share purchase warrants (each a "Warrant"). The Offering will be undertaken on a best efforts agency basis in the provinces of British Columbia, Alberta and Ontario pursuant to a prospectus supplement (the "Prospectus Supplement") to the Company's base shelf prospectus dated August 18, 2015 (together with the Prospectus Supplement, the "Prospectus"), to be filed with securities regulators in Ontario, British Columbia and Alberta. The Units may also be offered for sale in the United States through one or more United States registered broker-dealer(s) appointed by the Agents (as defined below) as sub-agent(s) pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state laws. The number of Units to be distributed, the price and composition of each Unit and the exercise price of each Warrant will be determined in the context of the market with final terms to be determined at the time of pricing. Bloom Burton & Co. Limited and Echelon Wealth Partners Inc. will serve as co-agents (the "Agents") for the Offering in Canada.
The Offering is subject to a number of conditions, including, without limitation, receipt of all regulatory approvals. 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 will be disclosed in the Prospectus Supplement.
About Titan Medical Inc.
Titan Medical Inc. is a Canadian public company focused on the design and development of a robotic surgical system for application in minimally invasive surgery ("MIS"). The Company's SPORT™ Surgical System, currently under development, includes a surgeon-controlled robotic platform that incorporates a 3D high-definition vision system and multi-articulating instruments for performing MIS procedures through a single incision. The surgical system also includes a surgeon workstation that provides a surgeon with an advanced ergonomic interface to the robotic platform for controlling the instruments and viewing the inside of a patient's body in 3D during MIS procedures. The SPORT™ Surgical System is designed to enable surgeons to perform a broad set of surgical procedures for general abdominal, gynecologic, urologic and colorectal indications. For more information, visit the Company's website at www.titanmedicalinc.com.
This news release contains "forward-looking statements" which 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 30, 2016 (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.
U.S. Securities Law Caution
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold to, or for the account or benefit of, persons in the United States or "U.S. persons," as such term is defined in Regulation S promulgated under the U.S. Securities Act ("U.S. Persons"), except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities to, or for the account or benefit of, persons in the United States or U.S. Persons.
Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of the TSX) accepts responsibility for the adequacy or accuracy of this release.