Titan Medical Provides Corporate Update (2024)

Titan Medical Inc. (the “Company” or “Titan”) (Nasdaq: TMDI; TSX:TMD) today provided an update on the previously announced reviewand evaluation of strategic alternatives.

As previously disclosed on November 30, 2022,Titan’s Board of Directors determined that it was in the bestinterests of the Company and its stakeholders to undertake a reviewand evaluation of strategic alternatives and engaged Raymond Jamesas the Company’s financial advisor.

At the direction of the Board, Titan’s financialadvisor and members of Titan’s leadership team conducted acomprehensive outreach to over 40 potential counterparties, engagedin a number of management presentations and cooperated inconfidential due diligence reviews by a subset of the potentialcounterparties. Unfortunately, none of the parties expressed aninterest in acquiring the Company’s business and none chose tosubmit a proposal despite numerous extensions by the Company to theBoard imposed process deadline to provide interested partiesadditional time and access. The specialized nature of the Company’stechnology and the time to bring a product to market presented asmaller pool of potentially interested parties. A number of theparties cited the stage and focus of the Company’s technologydevelopment, the party’s financial circ*mstances, and a priorityfocus on the party’s own current business operations. Furthermore,the current economic environment and market conditions continue toprovide significant challenges to potential acquirers, strategicpartners and investors.

Accordingly, given the results and response ofthe strategic review process, the Board has determined toprioritize the sale of all or a portion of the Company’s assets,including its intellectual property portfolio of over 235 patentsand patent applications. While the Company continues to seekalternatives, effective immediately, the Company will initiatefurther cost-cutting measures including a layoff of 48 employees atthe Chapel Hill operations of the Company’s wholly ownedsubsidiary, which includes all employees furloughed on December 6,2022. With these cuts, the Company’s remaining 18 employees willfocus on i) supporting a potential strategic transaction includinga sale of the Company’s assets; ii) continuing to completedeliverables pursuant to certain contractual development and supplyobligations; iii) maintaining its intellectual property portfolio;and iv) continuing corporate administrative and complianceobligations. Having regard to its working capital limitations, theCompany has halted all expenditures related to the development ofits Enos™ single-access RAS system, including work on theinvestigational device exemption (IDE) filing with the U.S. Foodand Drug Administration (FDA). The Company will consider furthercost-cutting measures, including further reductions in workforce,as needed, based on determinations that it will make inconsultation with its advisors and having regard to an ongoingstrategic review process.

The Company also reports that Heather Knight hasresigned as a member of the Board of Directors effective February7, 2023.

“We remain open to all strategic options,including the sale of all or a portion of the Company’s assets, inthe best interests of the Company. While we truly appreciate theimpact of these changes on our stakeholders including ouremployees, our strategic review process has led us to believe thatinterest remains in the Company’s assets and some of itstechnology. We are implementing cost reductions in an effort topreserve cash while maintaining the value of the Company’stechnology and other key assets in considering any furtherstrategic alternatives,” said Cary Vance, President and CEO ofTitan Medical. “On behalf of the Board, I would like to thankHeather for her valuable input and thoughtful guidance as a Boardmember.”

About Titan Medical

Titan Medical Inc. (Nasdaq: TMDI; TSX: TMD), amedical device company headquartered in Toronto, Ontario withoperations in Chapel Hill, North Carolina, was focused on enhancingrobotic assisted surgery (RAS) using innovative technology througha single access point. The Enos™ robotic single access surgicalsystem was being developed with an ergonomic focus to provide asurgical experience that imitates real-life movements that surgeonsdemand and includes multi-articulating instruments designed toallow surgeons an increased range of motion in a confined space,with dexterity and the ability to exert the forces necessary tocomplete common surgical tasks. On November 30, 2022, the Companyannounced the commencement of a strategic review process thatconsidered a full range of strategic alternatives includingcorporate sale, merger or other business combination, a sale of allor a portion of the Company’s assets, strategic investment or othersignificant transaction.

Enos™ is a trademark of Titan Medical Inc.

Forward-Looking Statements

This news release contains “forward-lookingstatements” within the meaning of applicable Canadian and U.S.securities laws, which reflect the current expectations ofmanagement of the Company’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 maynot be present in all forward-looking statements. Forward-lookingstatements that appear in this release may include, withoutlimitation, references to: the Company’s strategic review processand the result thereof; the strategic alternatives arising from theCompany’s strategic review process; the economic environment andfinancial market conditions as related to the Company and itsbusiness; the cost-cutting measures of the Company, including butnot limited to any workforce reductions; the Company’s assets andthe value thereof; a sale of all or a portion of the Company’sassets; and the Enos™ system providing a surgical experience thatimitates real-life movements.

These forward-looking statements reflectmanagement’s current beliefs with respect to future events and arebased on information currently available to management that, whileconsidered reasonable by management as of the date on which thestatements are made, are inherently subject to significantbusiness, economic and competitive uncertainties and contingencieswhich could result in actions, events, conditions, results,performance or achievements to be materially different from thoseprojected in the forward-looking statements. Forward-lookingstatements involve significant risks, uncertainties and assumptionsand many factors could cause the Company’s actual results,performance or achievements to be materially different from anyfuture results, performance or achievements that may be expressedor implied by such forward-looking statements. Such factors andassumptions include, but are not limited to, the Company’s abilityto retain key personnel; its ability to execute on its businessplans and strategies; the sufficiency of its working capital tocontinue to fund its operations during its strategic review processand other factors listed in the “Risk Factors” section of theCompany’s Annual Report for the fiscal year ended December 31, 2021(which may be viewed at www.sedar.com and at www.sec.gov). Shouldone or more of these risks or uncertainties materialize, or shouldassumptions underlying the forward-looking statements proveincorrect, actual results, performance, or achievements may varymaterially from those expressed or implied by the forward-lookingstatements contained in this news release. These factors should beconsidered carefully, and prospective investors should not placeundue reliance on the forward-looking statements.

Although the forward-looking statementscontained in the news release are based upon what managementcurrently believes to be reasonable assumptions and the Company hasattempted to identify important factors that could cause actualactions, events, conditions, results, performance or achievementsto differ materially from those described in forward-lookingstatements, the Company cannot assure prospective investors thatactual results, performance or achievements will be consistent withthese forward-looking statements. Except as required by law, theCompany expressly disclaims any intention or obligation to updateor revise any forward-looking statements whether as a result of newinformation, future events or otherwise. Accordingly, investorsshould not place undue reliance on forward-looking statements. Allthe forward-looking statements are expressly qualified by theforegoing cautionary statements.

Contact
Kristen Galfetti
Vice President, Investor Relations
& Corporate Communications
+1-781-869-2553
investors@titanmedicalinc.com

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