Mr. Chien Huang reports

TITAN AMENDS AMALGAMATION AGREEMENT WITH CONAVI MEDICAL INC.

Titan Medical Inc. has entered into a second amending agreement dated July 5, 2024 (the amending agreement), in respect of the previously announced amalgamation agreement dated March 17, 2024, as initially amended by an amending agreement on May 28, 2024 (collectively the amalgamation agreement), among Conavi Medical Inc., 1000824255 Ontario Inc. (a wholly owned subsidiary of Titan) and Titan, to result in the merger of Conavi and Titan (the proposed transaction). In addition, Titan is seeking an additional extension with the Toronto Stock Exchange (TSX) to hold its annual general and special meeting of shareholders (the AGSM) on or before Sept. 30, 2024. An update regarding Titan's AGM and any extension granted by the TSX will be provided at a later date.

Amending agreement

The amending agreement alters the time frame under which certain closing conditions must be met in the amalgamation agreement, being:

• Extending the outside date (as such term is defined in the amalgamation agreement) for completion of the proposed transaction to Sept. 30, 2024;
• Extending the date by which the concurrent financing (as such term is defined in the amalgamation agreement) must be committed to Aug. 12, 2024;
• Extending the date by which Conavi financial statements must be completed to July 19, 2024;
• Extending the targeted date by which the information circular for the Titan AGM must be mailed to shareholders to Aug. 12, 2024;
• Extending the targeted date by which the Titan AGM must be held to Sept. 10, 2024;
• Extending the targeted date by which the information circular for the Conavi annual general meeting must be mailed to shareholders to Aug. 12, 2024;
• Extending the targeted date by which the Conavi annual general meeting must be held to Sept. 10, 2024.

AGM extension

As a result of the matters set forth in the amending agreement, Titan seeks an extension with the TSX to extend its AGM to a date on or before Sept. 30, 2024. The extension will allow Titan and Conavi additional time to finalize matters related to the proposed transaction (which will require the approval of Titan's shareholders). To avoid the potential duplication of costs associated with having two meetings within a short time frame, Titan's management determined that postponing the AGM was in the best interest of its shareholders. The AGM extension is subject to approval by the TSX.

Titan intends to schedule a date for the AGM as soon as practicable and to provide shareholders with the requisite notice of meeting and record date associated therewith.

About Titan Medical Inc.

Titan Medical, a medical technology company incorporated under the Business Corporations Act (Ontario) and headquartered in Toronto, Ont., 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.

We seek Safe Harbor.