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@scalpel: I agree, that's why they need to also do another financing following a RS. Rinse & repeat. Sometimes I feel like I'm invested in a shampoo manufacturing company.
@OR Nurse: I respect your optimism, but unfortunately that is NOT what the market is reading into the prospects of the situation, thus reflected in the share price.
@dndodd: Okay that's a strategy, for lack of a better word, that I didn't think of. Doesn't look like that virus is going away anytime soon, so hopefully we can ride that "grey zone" for a couple of years and avoid a dreadful RS!?
@Sport19: Do you see any options available to the company other than a RS to maintain its minimum listing requirements? The milestone news that we have all been waiting for years, aka; MDT, has come and gone and we are still treading water. I don't even think that a 5 for 1 will buy us enough time until the next visit. Maybe 10 for 1 with another big financing attached or shortly following to increase the float.
@Honeycomb: securities laws prohibits a shareholder to acquire over 50% of voting shares without making a public offer for the entire company. Plus there is a ton of disclosure paperwork leading up to that point including any "in joint & concert" entities. There is a greater chance that a RS will be the game plan to certify a comfortable cushion for continued listing. Annual Docs are due out soon and everyone will find out the true direction, if they are able to read between the lines. When we start to see some posts defending the RS as one last necessary step, I will run for the hills and for good! We started to see some traction on the TTLLF warrants yesterday which has always been my leading indicator of a short position cover.
@Sport19: RS to get it back!?
Kinda of feels like they are going pull a RS!?
@Rollgard:
There are also "market specific" events like a 2-3 day DJIA correction risk that are out of the control of the MM's to support the price over the critical $1 baseline. If the goal was to prevent the market from knowing that MDT, or an entity in joint & concert, took down the substantial shareholder position status, well it worked because the share price would not be anywhere close to its present trading level. That would have been THE solution to provide the de-risked cushion to maintain minimum listing requirements, but obviously for some reason, not the one chosen.
@Rollgard1:
We are all crossing our fingers, hoping and praying that a RS will not happen again. Problem is, HOPE is not a strategy! When you are hovering within 26% of $1, (aka: NASDAQ delisting) that is not de-risked enough for the comfort level that they require.
@DJS1:
Okay, anyhow will see in the next few days when the proxy is filed on SEDAR. I hope that I'm very wrong, else, expect same old, same old....
@TF:
They will not just ride the day-to-day borderline NASDAQ delisting risk as we are experiencing at this moment. Unless they know that there are significant material events soon TBA that will put them well out of this ZONE, (aka: shares significantly higher) they will need to revert back to the tried and true reverse split method. Rinse & repeat.
They are using NASDAQ regulations, but only incorporated in Canada. Sneaky.
So I will go out on a limb and make a bold prediction. I will predict that the proxy that will be out in the next few days WILL INCLUDE A REVERSE SPLIT VOTE.
@ Lightrock:
Warrants even if NOT exercised figures on the Early Warning Report an a position IF they were to be exercised. So it would read their shareholdings percentage before warrant exercise and with the assumption that the warrants were to.
@Lightrock:
So its imperative that they remain listed on the NASDAQ so they can hide the identity of their Substantial Shareholder!? Failure to do so reverts them back to Canadian Securities Regulations and Early Warning Disclosure obligations. Expect a reverse split vote on the upcoming proxy as an insurance policy to avoid that delisting risk. Unless they have some material new(s) that will take it well out of our 1 u.s.$ teetering borderline.
The Canadian Early Warning Reporting System "EWRS" presently requires shareholders to report (by promptly issuing a press release and filing an early warning report within two business days) when their ownership, control or direction (collectively, "ownership") over voting or equity securities of a reporting issuer reaches 10%, and to further report at 2% increments thereafter, or when a material fact has changed in a previous report. Forming part of the take-over bid and insider reporting rules, the early warning reporting system ("EWR System") is intended to provide transparency when a person acquires a significant interest in a reporting issuer and requires the acquiror to disclose not only the details of the transaction and the level of the interest held, but also the intentions of the acquiror.
PRESS RELEASE: Titan Medical Inc. has entered into definitive agreements with a single health-care-focused institutional investor that provide for the purchase and sale of 18 million common shares of the company (or common share equivalents) at a per-share purchase price of $1 (U.S.) per common share and nine million common share purchase warrants in a registered direct offering priced at the market under the rules of the Nasdaq Stock Market, resulting in total gross proceeds of approximately $18-million (U.S.). Each whole warrant is exercisable to purchase one common share at an exercise price of $1 (U.S.) per common share for a period of four years following the date of closing of the offering.
At 66Mustang: RINSE & REPEAT!?
He worked for ZEVEX International, Inc. (NASDAQ: ZVXI) which was eventually purchased by Moog Inc. (NYSE: MOG.A and MOG.B). Closing of acquisition March 16, 2007.
https://www.moog.com/
https://www.moog.com/markets/medical-oem.html
What I would like to see in the reveal is a newly formed JV investment company between MDT & another substantial medical device company like KARL STORZ. It would be logical and appropriate for MDT to include their Robotic Technology joint venture partner that was officially announced in July 2019.
https://www.beckersspine.com/orthopedic-a-spine-device-a-implant-news/item/45921-medtronic-reveals-4-year-partnership-with-karl-storz-on-robotic-technology-enhancement.html
http://newsroom.medtronic.com/news-releases/news-release-details/medtronic-announces-its-forthcoming-robotic-assisted-surgical
CORRECTION, I made a small mistake in the warrants, they will issue only 9 million and NOT 18 million: This is how the Early Warning Report will read. Entity XYZ owns 18,000,000 shares and 9,000,000 warrants. Entity XYZ will have voting control over 23% of TMD. If the warrants are exercised, they will have voting control over 31% of TMD. This will be considered a Substantial Shareholder. If that same entity were to take over the company (aka: a business combination), those shares would be abstained from voting at the special meeting. Only the disinterested shareholders at the special meeting would vote and they would require more than 66.75% to pass the business combination. Before all this takes place, the board would have to form a special committee of independent members to conduct the valuation process.
This is how the Early Warning Report will read. Entity XYZ owns 18,000,000 shares and 18,000,000 warrants. Entity XYZ will have voting control over 23% of TMD. If the warrants are exercised, they will have voting control over 38% of TMD. This will be considered a Substantial Shareholder. If that same entity were to take over the company (aka: a business combination), those shares would be abstained from voting at the special meeting. Only the disinterested shareholders at the special meeting would vote and they would require more than 66.75% to pass the business combination. Before all this takes place, the board would have to form a special committee of independent members to conduct the valuation process.
ALERT: Someone just exercised some warrants, shares outstanding just increased by 2 million shares in the night/weekend of June 5th! Press release issued June 8th, 57,981,381 outstanding. Press release dated June 9th, 59,931,381.
25,000 TTLLF warrants just traded, up 400%. Are those to cover shorts on the infinite upside?
It will be on SEDAR, but must also be issued as a press release on the Canadian Exchange. I just want to reiterate that they will be holding the substantial shareholder insider status which differs in terms securities regulation. Often comes with a board seat, but not an obligation. Many do not surpass that 20% threshold due to that added regulation.
Anyone know if this is a recurring income royalty stream in the licence agreement? That would be nice income for TMD, but who knows how much.
At timteo: it will be revealed upon closing of the financing in the Early Warning Report!
Two important news to follow in next couple of days:
(1) Annual Information Form (AIF) published on SEDAR will finally reveal WHOM are the proposed members to the board on the upcoming TMD annual meeting.
(2) The single entity who just took down the financing will become a "substantial shareholder" defined in Canadian Securities Law as being someone holding 20% or more of the voting shares of a company, but less than 50%. Look for the Early Warning Report to reveal who IS the strategic shareholder upon closing. Also, regulation surrounding a substantial shareholder has much more responsibility and transparency filings than just a regular insider holding between 10% to 20%.
I would hate to be short before that is announced.
At Honeycomb; the hiring of Zaring in July 2019 in a newly created position was disclosed in a press release and rightly so obligated as a material event. His departure would also be considered a material event. Was it ever disclosed? If not disclosed, shareholders were left to assume that his services and position were still contributing to the cause? Please post or give me the date of the press release. I don’t mind a company reporting the good, but needs to equally disclose the bad details.
From the CEO of MDT; “Robotics is something that is going to be a big part of the company going forward,” said Martha, who is scheduled to take the helm on April 27, 2020. Given Medtronic’s resources, “this is something that we can do, and this is something that we will win at,” he boasted.
At ribguy; so what you are saying basically is that MDT is giving us, Mr. Retail Investor, a free pass on the roadmap to high riches on their dime!? Sounds to good to be true that someone would allow you to place a bet after letting them show you their hand first?
At Bamadan21; general surgery is the wild, wild west when it comes to competition. Urology on the other hand is totally dominated by STORZ. Just until recently, Olympus is trying hard to muscle their way in, but will probably experience the same fate as ACMI, Stryker, Richard Wolf etc . This is why I believe that the true destiny for SPORT will be urology, general surgery will remain a side show for patent licensing.
At OR Nurse; I agree with everything your saying. I should have specified urology, instead of general surgery. Stryker isn’t really an important player in urology and I believe this is where SPORT will be the leader.
The question remains for all of us, why would a giant like MDT want to partner, JV if you will, with nano-cap TMD to add value only to have to pay much more later?? After all, TMD doesn’t have a controlling, significant, or even an entity owning over 10% of the outstanding shares to oppose a buyout now. So basically, MDT is costing itself much more money under a buyout scenario by allowing its name in a JV. Your right, stuff is and has been going on for sometime. Waiting for the second shoe to drop.
At OR Nurse, being in the industry, could you provide us some insight on the magnitude of using the “STORZ” name on a Single port Robotic Platform that can seriously take on ISRG and stand a chance of being number one in an expeditious manner? Then compare it to using a name like MAZOR by Medtronics.
Storz has always been privately held for the last 75 years, but hopefully they are ripe for a buyout, or at the very least, license their name out to the platform that will possibly dethrone ISRG.
I predict that Medtronic MDT will buy out Karl Storz, a private company and world leader in Manual endoscopy. The only way to go head-to-head with ISRG, or actually have a chance to take their place “quickly” is to sting them with something there aren’t expecting. The only reason ISRG has the lead is not due to its technology, but rather the pioneering spirit by being the first out of the gate. That could easily be toppled by a team who is serious enough to plan a strategy that will do nothing less than wow the industry with a true single port and more importantly with a world renowned name sticker defining it a, “ By Storz” creation.
At Honeycomb; you wrote: Using the Mazor deal as a frame of reference $1.7B Divided by 97.5M o/s at that time = BO PPS of $17.44 us$ or $23.54 cdn$
At $23.54 cdn$ that would put the TDM.WT.I in Canada or TTLLF in U.S. in the money with a strike price of $22.50 cdn with 17,083,333 outstanding.
$22.50 x 17,083,333 = $ 384,000,000 cdn
$384 million is a material amount that doesn’t figure into your numbers? Can you pls explain why?? IMO those warrants would be exercised in a heartbeat by arbitragers knowing that its a guaranteed $1.00 profit under a buyout scenario. Where does that $384 million raise go afterwards?
May I suggest incorporating them and give us a more accurate reading? Thanks
Like I have been saying from the beginning, Karl Storz needs to have their name on the SPORT platform! The reasons are endless with the one at the top of the list being that when you are THE multibillion dollar world leader in MANUAL endoscopy and the industry is trending rapidly towards ROBOTICS, you usually don’t call it a day and stay the course. Now the most important element here is that at this time last year, Medtronic & Karl Storz finally signed a Robotic partnership agreement. Also remember that SPORT was performing at the IRCAD in Stratsbourg and the CEO of Storz was a founding member. So I would like to reiterate my initial prediction. KARL STORZ will be involved in the SPORT platform!
http://newsroom.medtronic.com/news-releases/news-release-details/medtronic-announces-its-forthcoming-robotic-assisted-surgical
https://www.ircad.fr/first-stone-laying-of-ircad-3-construction-of-a-brand-new-building-dedicated-to-robotic-surgery/
At Acehole; while you traded 600k shares yesterday, did you just penny flip a long position or are you shorting to receive the full benefits of a two way movement? I didn’t see any volume on the TTLLF so I’m assuming that your not shorting. Just wondering. Thanks
Honeycomb; the TTLLF has always been my leading indicator for short position traders. They tend to often overpay by hitting the asks for these warrants spending the insurance money aka: pennies (a drop in the bucket) to protect against the unknown. I don't mind selling to these shorters, but at the same time, the writing was on the wall as to the sentiment for the common shares. Most would say, how do you really know its them buying? I answer, the great majority of the time Mr. Retail doesn't really understand how warrants work, so they tend to play the common instead. That's always a good thing to stick to what you know and are comfortable with. That's also good for me as nobody is there to compete with when it comes time for a buy/sell trade. All the best! I sell at a premium when they need a short hedge and buy back when they exit the short and dump the warrants at a fraction of what they paid. Rinse & repeat!
Now that the claims have been settled, projects are open for business:
http://www.firstnationsdrum.com/2020/02/mohawk-council-of-kanesatake-mrc-deux-montagnes-liaison-committee-members-meet-for-a-first-time/
Thanks lightrock; I'm watching the TTLLF closely to see if any shorters are taking a position on this rise before the close. Good luck!