TMD Titan Medical Inc

Titan Medical Inc. (“Titan”) (TSX: TMD; OTC: TMDIF) announces that following its annual general meeting held on September 30, 2024 (the “Meeting”) and in accordance with Titan’s Majority Voting Policy (the “Voting Policy”), Anthony Giovinazzo, Cathy Steiner, Cary Vance and Paul Cataford have tendered to the Board of Directors (the “Board”) their resignations as directors of Titan (including Paul Cataford’s resignation as Board Chairman).

Pursuant to the Voting Policy, the Corporate Governance and Nominating Committee of the Corporation (“Committee”) must consider such resignations and make a recommendation to the Board as to whether to accept such resignations within ninety (90) days of the Meeting. In its deliberations, the Committee may consider, among other things, the effect any resignation may have on the Corporation’s ability to comply with any applicable governance rules and policies.

In accordance with Titan’s Articles and corporate law requirements, Titan must have a minimum of three directors and under the applicable securities instrument governing audit committees, Titan’s audit committee must currently comprise a minimum of three independent directors.

As a result of the foregoing, the Board has only accepted Paul Cataford and Cary Vance’s resignations with immediate effect at this time.

About Titan Medical

Titan Medical Inc. (TSX: TMD; OTC: TMDIF), a medical technology company incorporated under the Business Corporations Act (Ontario) and headquartered in Toronto, Ontario, has developed an expansive patent portfolio related to the enhancement of robotic assisted surgery (RAS), including through a single access point, and is currently focused on evaluating new opportunities to further develop and license its intellectual property.

Cautionary Statement Regarding Forward-Looking Information

This news release contains “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws, which reflect the current expectations of management of Titan’s future growth, results of operations, performance and business prospects and opportunities. Forward-looking statements are frequently, but not always, identified by words such as “may”, “would”, “could”, “will”, “anticipate”, “believe”, “plan”, “expect”, “intend”, “estimate”, “potential for” and similar expressions, although these words may not be present in all forward-looking statements. Forward-looking statements that appear in this release may include, without limitation, references to: regarding the closing of the Proposed Transaction, planned acceptance of resignations by certain directors, filling of vacancies on the Board, and other statements that are not historical facts.

These forward-looking statements reflect management’s current beliefs with respect to future events, and are based on information currently available to management that, while considered reasonable by management as of the date on which the statements are made, are inherently subject to significant business, economic and competitive uncertainties and contingencies which could result in actions, events, conditions, results, performance or achievements to be materially different from those projected in the forward-looking statements. Forward-looking statements involve significant risks, uncertainties and assumptions and many factors could cause Titan’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. Such factors and assumptions include, but are not limited to, the factors listed in the “Risk Factors” section of Titan’s Annual Information Form for the fiscal year ended December 31, 2023 and in the Management Information Circular for the Meeting (which may be viewed at www.sedarplus.com). 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 and Titan has attempted to identify important factors that could cause actual actions, events, conditions, results, performance or achievements to differ materially from those described in forward-looking statements, Titan cannot assure prospective investors that actual results, performance or achievements will be consistent with these forward-looking statements. Except as required by law, Titan 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. Accordingly, investors should not place undue reliance on forward-looking statements. All the forward-looking statements are expressly qualified by the foregoing cautionary statements.

Contacts ‎

Titan Medical Inc.                                                                   Chien HuangChief Financial Officer      ‎investors@titanmedicalinc.com

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Jeannie Lee