On March 18, 2024, Titan Medical Inc. (“Titan”) announced had entered into a definitive amalgamation agreement (the “Amalgamation Agreement”) dated March 17, 2024 with Conavi Medical Inc. (“Conavi”) to combine the companies in an all-stock transaction. The combined company will focus on continuing to commercialize Conavi’s Novasight Hybrid™ System designed to guide common minimally invasive coronary procedures.

Under the terms of the Agreement, Titan will acquire all of the issued and outstanding shares of Conavi and in exchange Conavi shareholders will be issued common shares of Titan (the “Combined Entity Shares”). The exchange ratio will be determined using the pre-money valuation of Conavi of US$69,840,000 (minus the amounts of certain trade payables and Conavi’s transaction expenses).

Raymond James Ltd. is acting as financial advisor to Titan and Borden Ladner Gervais LLP is acting as legal counsel to Titan.

BLG is representing Titan with a team led by Manoj Pundit that includes Michael Vandenberghe (Securities); David Schnittker (Intellectual Property); Akaash Viswanathan and Matthew Shuman (Articling Student).

Mintz LLP is acting as legal counsel to Conavi.

The deal is expected to close on or around July 15, 2024.