Titan Medical Shares Corporate Update and Progress on MCTO Process

Titan Medical Inc. (TSX: TMD; OTC: TMDIF) today provided a corporate update and also offered an update on their current default status in accordance with the guidelines in NP 12-203. This update provides key information on the progress of the company, and investors can stay up-to-date on the company’s development.

Corporate Update:

The Board of Directors of Titan have approved a strategic transformation towards the discovery and utilization of its intellectual property library. This change comes from their ongoing Strategic Review. Keeping true to their roots in the robotic-assisted surgery space, they still hold the rights to their two-instrument Enos single-access RAS system and just announced a three-instrument single-access RAS as a further commitment to their users and business. Developments like these are a testament to Titan’s ability to find alternate ways to grow and provide their customers with the most innovative products available.

Raymond James Ltd. and members of Titan’s leadership team conducted a thorough review of potential counterparties – reaching out to over 55 and meeting with a number of management groups. After conducting due diligence with a select few, no parties expressed any interest in acquiring the Company. However, Titan forged ahead and has now finalized a license agreement with a third party. To top it off, the Company is still exploring additional licensing opportunities.

The Company is now concluding its Strategic Review process with Raymond James, and transitioning to exploring new strategic alternatives such as a corporate sale, merger or other business combination, a sale of all or a portion of the company’s assets, strategic investment or other significant transaction. These potential opportunities could provide exciting outcomes for both the Company and its stakeholders.

In order to further reduce operating cost in the business, the following management changes will occur effective June 1, 2023:

Cary Vance has announced that he will be stepping down as President and CEO of the Company. Replacing him in the interim will be Paul Cataford, who will remain Board Chair while also assuming the role of Interim President and CEO. Mr. Vance will remain on the Board, taking Mr. Cataford’s place on his respective Board Committees. This move marks the beginning of the Company’s strategic transition.

Chien Huang has been appointed as the newly appointed Chief Financial Officer of the Company. Stephen Lemieux, the current Chief Financial Officer, will shift to a consulting role to aid in the smooth transition and provide ongoing support to Mr. Huang, Mr. Cataford and the Board. Mr. Huang previously held the position of Vice President, Finance at the Company.

Jasminder Brar, the Company’s esteemed Vice President, Legal and IP, is taking on a new role as a consultant, helping the Company to smoothly transition and develop effective IP strategies. As General Counsel and Corporate Secretary, she brings invaluable knowledge to the table and is eager to assist in any way needed. We are confident in her ability to provide expert advice on Intellectual Property matters.

After an impressive career at the company, Bill Fahey, Vice President of Operations and Manufacturing, will now be transitioning to a consulting role to help the Company with critical technical matters. With a wealth of expertise and knowledge under his belt, he promises to be an invaluable asset to the company going forward.

Nate Jones, the Company’s Director of Human Resources will transition to a consulting role to assist the Company with human resources matters related to Titan Medical USA Inc., its wholly owned U.S. subsidiary.

We’d like to offer a warm congratulations to Chien for his recent appointment as CFO! Chien brings a combination of seasoned financial knowledge and industry experience in IP licensing to our team, further demonstrating our commitment to strategic growth in robotic-assisted surgery.

Our thanks also go to Stephen, Jasminder, Bill, and Nate for their invaluable guidance in leading the Strategic Review process, as well as the willingness to stay on as available consultants. Lastly, we are grateful to Cary for his time and contributions as President and CEO and look forward to his insights on the Board.

Bi-Weekly MCTO Default Status Report:

On March 22, 2023, the Company declared its intention to apply for a management cease trade order regarding the late filing of its annual financial statements and related documents for its financial year ending December 31, 2022. This decision was later ratified by the Ontario Securities Commission on April 3, 2023. Subsequent decisions were made for further updates on April 17, 2023, May 1, 2023, and May 15, 2023.

On May 19, 2023, the Company announced a related delay in filings its financial statements, the related management’s discussion and analysis and the accompanying chief executive officer and chief financial officer certification for its first quarter ended March 31, 2023 (the “Q1 Filing Documents”). As previously disclosed, the Company expects to file the Annual Filing Documents by May 31, 2023 and the Q1 Filing Documents by June 9, 2023.

The Ontario Securities Commission has restricted all trading and acquisitions of the Company’s securities, directly or indirectly, by the Chief Executive Officer and the Chief Financial Officer until two full business days following the receipt by the OSC of the Annual Filing Documents and any other filings the Company is required to make under Ontario securities laws, or upon the further order of the director of the OSC. However, shareholders who are not named in the MCTO can still freely trade their securities.

The Company confirms that, apart from the information previously disclosed, there are no material changes relating to its affairs. We remain committed to complying with the alternative information guidelines in NP 12-203, and there have not been any other specified defaults. We are also working diligently to complete the Annual Filing Documents.

About Titan Medical

Titan Medical Inc., a leader in the medical technology industry, is revolutionizing the robotic assisted surgery space. Based in Toronto, Ontario with operations in Chapel Hill, North Carolina, the company has developed an expansive library of patented technology related to the improvement of RAS, particularly in the area of single-access point surgery. As the medical landscape continues to evolve, Titan Medical is exploring new possibilities to further develop and license this innovative technology.

Cautionary Statement Regarding Forward-Looking Information

This news release outlines expectations on the future of the Company in terms of growth, performance, and business prospects. We anticipate the Company to engage in strategic partnerships and third-party licensing opportunities, and to consider business combinations, asset sales, and strategic investments.

An expected shake-up in management is also in the works, and the OSC awaits the Annual Filing Documents – so far the Company has kept up with bi-weekly default status reports. Every step taken furthers the Company’s mission to move forward, so stay tuned!

Although management believes that these statements are reasonable according to information currently available, there could be many factors that could cause future results, performance, or achievements to be significantly different. These include, but are not limited to, the ability to retain key personnel, sufficiency of working capital, and the potential need to make a filing under the Bankruptcy and Insolvency Act (Canada) or the Companies’ Creditors Arrangement Act. Potential investors should give serious consideration to these risks and uncertainties, and should not rely heavily on the forward-looking statements when making their decisions.

The Company works hard to ensure that its forward-looking statements are reasonable and based on what management currently believes to be true. Nevertheless, the Company cannot guarantee that the predictions will be true or that any future actions, events, conditions, results, performance, or achievements will match those described in the forward-looking statements. The Company is legally obligated to disclaim any intention or obligation to update or revise the forward-looking statements. Therefore, we urge prospective investors to take caution when relying on these statements.

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