TMD Titan Medical Inc

Titan Medical Inc. (“Titan” or the “Company”) (TSX: TMD; OTC: TMDIF), today reported financial results for the fiscal year ended December 31, 2023.

Recent Activities:

• On August 14, 2023, the Company announced the appointment of Dr. Daniel O’Brien, MD, MBA, Ph.D to its Board of Directors.
• On August 21, 2023, the Company announced a licensing agreement with Auris Health, Inc., a Johnson & Johnson MedTech Company.
• On October 18, 2023, the Company announced it had changed its auditor from BDO Canada LLP to MNP LLP.

• On March 18, 2024, the Company announced it has entered into a definitive amalgamation agreement (the “Definitive Agreement”) with Conavi Medical Inc. (“Conavi”) to combine the companies in an all-stock transaction (the “Transaction”). Under the terms of the Definitive Agreement, a newly incorporated and wholly-owned subsidiary of the Company and Conavi will amalgamate and the shareholders of Conavi will be issued Common Shares of the Company (“Common Shares”) based on an exchange ratio to be determined pursuant to the Definitive Agreement. Titan is focused on the execution of the Transaction, but the Transaction remains subject to a number of conditions precedent set forth in the Definitive Agreement, including the approval of the Company shareholders, the Conavi shareholders, and the approval of the TSX Venture Exchange for the listing of the Common Shares following closing of the Transaction.

Financial Highlights:

As of December 31, 2023, Titan had cash of $7.5 million, compared to $3.3 million on December 31, 2022. Working capital improved to $5.5 million as at December 31, 2023 compared to a deficit of $3.9 million as at December 31, 2022. In addition, the Company has reduced its outstanding financial obligations to vendors by $5.7 million from December 31, 2022.

Revenue was $17.6 million for the year ended December 31, 2023 compared to $nil for the year ended December 31, 2022. In the current period, the Company recognized $15.5 million in revenue from the asset purchase and non-exclusive license agreement with Medtronic and the Intuitive License Agreement, as the agreements allow both Medtronic and Intuitive to use certain of the Company’s IP as it exists when the license is granted. The Company also recognized $1.7 million of revenue for the completion of the final deliverables on the purchase order for Medtronic under a Development and Pre-Clinical Supply Agreement.

Research and development expenses were $0.3 million for the year ended December 31, 2023 compared to $33.0 million for the year ended December 31, 2022. The decrease in R&D expenses is related to the Company’s cost-cutting measures that significantly reduced R&D expenses. In the comparative period, being the year ended December 31, 2022, R&D expenses were related to the development of the Enos System and transferring key components of the Enos System to manufacturing.

General and administrative expenses were $8.4 million for the year ended December 31, 2023 compared to $11.8 million for the year ended December 31, 2022. But for severance payments of $1.1 million incurred in connection with the termination of employees as part of the Company’s business reduction plan and $0.9 million of transactional bonus related to the licensing agreement, G&A would have been $6.4 million for the year ended December 31, 2023 and cost-cutting measures would have reduced the G&A by $5.4 million compared to the previous year.  

The company’s 2023 audited consolidated financial statements and management discussions and analysis are available at www.sedarplus.ca.

About Titan Medical

Titan Medical Inc. (TSX: TMD; OTC: TMDIF), a medical technology company incorporated under the Business Corporations Act (Ontario) and headquartered in Toronto, Ontario, has developed an expansive patent portfolio related to the enhancement of robotic assisted surgery (RAS), including through a single access point, and is currently focused on evaluating new opportunities to further develop and license its intellectual property while pursuing the completion of its agreed upon merger with Conavi Medical Inc.

Cautionary Statement Regarding Forward-Looking Information

This news release contains “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws, which reflect the current expectations of management of Titan’s future growth, results of operations, performance and business prospects and opportunities. Forward-looking statements are frequently, but not always, identified by words such as “may”, “would”, “could”, “will”, “anticipate”, “believe”, “plan”, “expect”, “intend”, “estimate”, “potential for” and similar expressions, although these words may not be present in all forward-looking statements. Forward-looking statements that appear in this release may include, without limitation, references to: Titan evaluating new opportunities to further develop and license its intellectual property, the payment of future settlement amounts, the delivery of materials to Titan, and the completion of the merger with Conavi.

These forward-looking statements reflect management’s current beliefs with respect to future events, and are based on information currently available to management that, while considered reasonable by management as of the date on which the statements are made, are inherently subject to significant business, economic and competitive uncertainties and contingencies which could result in actions, events, conditions, results, performance or achievements to be materially different from those projected in the forward-looking statements. Forward-looking statements involve significant risks, uncertainties and assumptions and many factors could cause Titan’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. Such factors and assumptions include, but are not limited to, Titan’s ability to retain key personnel; its ability to execute on its business plans and strategies; its ability to continue to license some or all its intellectual property to third parties and receive any material consideration and other factors listed in the “Risk Factors” section of Titan’s Annual Information Form for the fiscal year ended December 31, 2023 (which may be viewed at www.sedarplus.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 and Titan has attempted to identify important factors that could cause actual actions, events, conditions, results, performance or achievements to differ materially from those described in forward-looking statements, Titan cannot assure prospective investors that actual results, performance or achievements will be consistent with these forward-looking statements. Except as required by law, Titan 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. Accordingly, investors should not place undue reliance on forward-looking statements. All the forward-looking statements are expressly qualified by the foregoing cautionary statements.

ContactChien HuangChief Financial Officerinvestors@titanmedicalinc.com

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