0001157523-20-000812.txt : 20200527 0001157523-20-000812.hdr.sgml : 20200527 20200527081857 ACCESSION NUMBER: 0001157523-20-000812 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200527 FILED AS OF DATE: 20200527 DATE AS OF CHANGE: 20200527 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TITAN MEDICAL INC CENTRAL INDEX KEY: 0000840551 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38524 FILM NUMBER: 20912814 BUSINESS ADDRESS: STREET 1: 170 UNIVERSITY AVENUE CITY: TORONTO STATE: A6 ZIP: M5H 3B3 BUSINESS PHONE: 416-548-8522 MAIL ADDRESS: STREET 1: 170 UNIVERSITY AVENUE CITY: TORONTO STATE: A6 ZIP: M5H 3B3 6-K 1 a52226475.htm TITAN MEDICAL INC. 6-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


Form 6-K


REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

 
 
For the month of May, 2020.
 
Commission File Number: 001-38524


Titan Medical Inc.
(Exact Name of Registrant as Specified in Charter)


155 University Avenue, Suite 750
Toronto, Ontario M5H 3B7
Canada
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒  Form 40-F  ⃞

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
 
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
 

SIGNATURE
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
   
TITAN MEDICAL INC.
  
   
(Registrant)
  
       
 
Date:
May 27, 2020
By:
/s/ Stephen Randall 
  
   
Name:
Stephen Randall
  
   
Title:
Chief Financial Officer
  

 
EXHIBIT INDEX
 




 EX-99.1 2 a52226475ex99_1.htm EXHIBIT 99.1
Exhibit 99.1

Titan Medical Receives Nasdaq Delisting Notification and Discloses Plans for Appeal

TORONTO--(BUSINESS WIRE)--May 27, 2020--Titan Medical Inc. (“Titan” or the “Company”) (TSX:TMD) (Nasdaq:TMDI), a medical device company focused on the design and development of a single-port robotic surgical system for application in minimally invasive surgery (“MIS”), today announced that on May 26, 2020 it received a Staff Delisting Determination letter (the “Determination”) from The Nasdaq Stock Market, LLC setting forth a determination to delist the Company's common shares from The Nasdaq Capital Market as a result of the Company's failure to comply with the Listing Rule 5550(b) which requires a minimum of $2.5 million in stockholders' equity, $35 million in market value of listed securities, or $500,000 in net income from continuing operations for continued listing (the “Deficiency”)

The Company intends to appeal the Determination by requesting a hearing before a Hearings Panel (the “Panel”) by June 4, 2020. A hearing request will stay the delisting of the Company's securities until a determination is made by the Panel. The Company’s common shares will continue to trade on the Nasdaq Capital Market pending the outcome of the hearing before the Panel. The Company will address the ongoing non-compliance matters before the Panel and will request additional time to cure the Deficiency. There can be no assurance that, following the hearing, the Panel will grant the Company's request for additional time to regain compliance with the Nasdaq continued listing requirements. If the Panel does not grant the Company's request for additional time to comply, the Company's securities will be subject to delisting. This announcement is made in compliance with Nasdaq Listing Rule 5810(b) which requires prompt disclosure of receipt of a Staff Delisting Determination.

The Company’s common shares will continue to trade on the Toronto Stock Exchange.

About Titan

Titan Medical Inc. is focused on computer-assisted robotic surgical technologies for application in MIS. The Company is developing a single-port robotic surgical system comprised of a surgeon-controlled patient cart that includes a dual-view camera system with 3D and 2D high-definition vision options and multi-articulating instruments for performing MIS procedures, and a surgeon workstation that provides an advanced ergonomic interface to the patient cart and a 3D endoscopic view inside the patient’s body. Titan intends to initially pursue gynecologic surgical indications for use of its single-port robotic surgical system.

For more information, please visit the Company’s website at www.titanmedicalinc.com.

Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws. Such forward-looking statements include statements about the risk that the Company will be unable to regain compliance with the Nasdaq Capital Market listing requirements and that its appeal to the Nasdaq listing qualifications panel will not be timely filed or will be unsuccessful, resulting in the inability of the Company to maintain its listing on the Nasdaq Capital Market, and the risk that an over-the-counter market will not trade the Company's shares if the Nasdaq Capital Market delists the Company. Many factors could cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, without limitation, those listed in the “Risk Factors” section of the Company’s Annual Report for the year ended December 31, 2019 (which may be viewed at www.sedar.com and www.sec.gov). Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results, performance, or achievements may vary materially from those expressed or implied by the forward-looking statements contained in this news release. These factors should be considered carefully, and prospective investors should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in the news release are based upon what management currently believes to be reasonable assumptions, the Company cannot assure prospective investors that actual results, performance or achievements will be consistent with these forward-looking statements. Except as required by law, the Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

Contacts

Stephen Randall
Chief Financial Officer
+1-416-548-7522
stephen@titanmedicalinc.com