Key Approval Achieved for Titan Medical and Conavi Amalgamation

Highlights 

• Titan Medical has received shareholder approval from Conavi Medical for a reverse takeover, marking a significant milestone for both companies in the healthcare sector. 
• The unanimous vote reflects strong confidence among Conavi shareholders in the future potential of the combined entity and its innovative Novasight Hybrid™ System. 
• Completion of the transaction hinges on meeting various conditions, including regulatory approvals and a concurrent private placement, as both companies aim to enhance their market position in cardiovascular imaging. 

Titan Medical Inc., operating in the Healthcare sector, has achieved a significant milestone with the receipt of shareholder approval from Conavi Medical Inc. (Conavi) for their proposed amalgamation. This all-stock transaction will result in a reverse takeover of Titan, marking a pivotal development for both companies. 

The approval was secured during a special meeting of Conavi shareholders held on September 26, 2024. An impressive unanimous vote demonstrated strong support for the amalgamation, with all shares voted in favor of the proposal. This overwhelming backing reflects the confidence of Conavi’s shareholders in the future of the combined entity. 

Tom Looby, Chief Executive Officer of Conavi, expressed gratitude to shareholders for their trust and support. He emphasized the significance of this vote, highlighting the potential of the Novasight Hybrid™ System, a groundbreaking technology that integrates intravascular ultrasound (IVUS) and optical coherence tomography (OCT) for simultaneous and co-registered imaging of coronary arteries. This innovative approach aims to enhance diagnostic capabilities in the medical field. 

Paul Cataford, Titan Medical Inc (TSX: TMD)’s Interim CEO and Board Chairman, commented on the milestone, noting that the completion of Conavi's shareholder approval is a crucial step toward finalizing the transaction. He highlighted the high level of engagement among shareholders, which bodes well for the future of the combined company. 

However, the completion of the transaction is contingent upon several conditions, including meeting the requirements set forth in the conditional approval letter from the TSX Venture Exchange (TSXV). Additionally, the closing conditions outlined in the Amalgamation Agreement must be satisfied. This includes the successful completion of Conavi’s concurrent private placement financing transaction and securing approval from Titan's shareholders. 

Independent proxy advisors, Institutional Shareholder Services (ISS) and Glass, Lewis & Co., have previously recommended that Titan's shareholders endorse the amalgamation, further reinforcing the positive outlook surrounding this merger. 

As both Titan Medical and Conavi move forward in this process, the amalgamation is poised to create new opportunities and advance technological innovations in the medical sector, particularly in cardiovascular imaging. The focus now shifts to fulfilling the necessary conditions to finalize this transformative transaction, which promises to redefine the capabilities and market positioning of the combined entity.