Vancouver, British Columbia–(Newsfile Corp. – August 1, 2017) – Longtai Medical Inc. (“Longtai”) announces today that it has entered into a subscription agreement to acquire 16,892,000 units (“Units”) of Titan Medical Inc. (TSX: TMD) (“Titan”) at a price of $0.15 per Unit (the subscription, the “Acquisition”). Each Unit is comprised of one common share in the capital of Titan (a “Common Share”) and a purchase warrant (a “Warrant”), exercisable to acquire one additional Common Share of Titan at a price of $0.20 for a period of 60 months from closing. The Units are being acquired by Longtai pursuant to the debt-to-equity conversion of a $2 million deposit previously provided by Longtai to Titan that was rescheduled to be refunded.
As of the date hereof, after giving effect to the Acquisition, Longtai will beneficially own, and exercise control and direction over 21,182,280 Common Shares and 16,892,000 Warrants, representing approximately 13.52% of the issued and outstanding Common Shares on a partially diluted basis assuming the exercise of the Warrants held by Longtai. Longtai currently holds 4,290,000 Common Shares as at the date hereof prior to giving effect to the Acquisition, representing approximately 1.73% of the issued and outstanding Common Shares.
Longtai is acquiring the 16,892,000 Common Shares and 16,892,000 Warrants reported herein for investment purposes. Longtai may acquire additional securities of Titan or dispose of existing securities of Titan in the future.
In this press release, for the purpose of calculating the percentage Common Shares beneficially owned, or controlled or directed, Longtai has assumed that there are 247,851,818 Common Shares issued and outstanding as of the date hereof prior to giving effect to the Acquisition, as reported to Longtai by Titan.
Closing of the Acquisition is subject to the satisfaction and/or waiver or all closing conditions, including the receipt of all necessary regulatory approvals.
This press release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires a report to be filed with regulatory authorities in each of the jurisdictions in which Titan is a reporting issuer containing information with respect to the foregoing matters (the “Early Warning Report”). A copy of the Early Warning Report will appear with Titan’s documents on the System for Electronic Document Analysis and Retrieval at www.sedar.com under Titan’s profile, and may also be obtained by contacting Feng Ting Ling, CEO of Longtai at 511-618 West 45th Avenue, Vancouver, B.C. V5Z 4R7.
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