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MedTech Acquisition Corporation *

MedTech Acquisition Corporation *

Nov 30, 2020 by Matt Cianci

SUBSEQUENT EVENT – 5/24/24 – LINK

Warrant Exchange Offer

  • Warrant holders have the opportunity to receive 0.30 shares of common stock for each Warrant tender.
    • Alongside the Offer, the Company is simultaneously seeking consent to amend the Warrant Agreement to allow for the mandatory exchange of all outstanding Exchange Warrants into common stock at a reduced ratio of 0.27 shares per Warrant, contingent on acquiring the necessary consent from warrant holders.
    • The Offer and Consent Solicitation will expire at one minute after 11:59 p.m., Eastern Standard Time, on June 25, 2024.

PROPOSED BUSINESS COMBINATION: TriSalus Life Sciences

ENTERPRISE VALUE: $234.4 million
ANTICIPATED SYMBOL: TLSI

MedTech Acquisition Corporation proposes to combine with TriSalus Life Sciences (the “Company” or “TriSalus”), a privately held oncology therapeutics company integrating immunotherapy with delivery technology to transform the treatment paradigm for patients with liver and pancreatic tumors.

TriSalus’ proprietary platform approach addresses immune dysfunction in liver and pancreatic tumors by combining its highly effective drug delivery technology with immunotherapeutics. The TriSalus platform comprises:

  • TriNav® Infusion System: Launched in 2020, TriNav is an FDA-cleared device that is designed to administer established and emerging therapeutics, including SD-101, the Company’s investigational TLR9 agonist, to selected sites, including tumors in the liver with the ability to treat disease throughout the entire organ. TriNav is the latest TriSalus asset for the proprietary Pressure-Enabled Drug Delivery™ (PEDD™) method of administration which has been shown to overcome intra-tumoral pressure through modulation of pressure and flow to increase delivery of therapeutic agents and improve patient outcomes.
  • SD-101: TriSalus is developing SD-101, a class C toll-like receptor 9 (TLR9) agonist, that promotes T Cell infiltration, reduction of myeloid derived suppressor cells (MDSC) and broad immune activation to reverse immunosuppression in the liver and pancreas. TriSalus is investigating SD-101 as a therapeutic candidate delivered by PEDD™ to enable deeper and more durable responses to other immunotherapeutics (e.g., checkpoint inhibitors) in a range of liver and pancreatic cancers for which limited therapeutic options currently exist. Thus far, across two clinical trials, over 100 infusions of SD-101 have been delivered at several dose levels as monotherapy and in combination with checkpoint inhibitors in more than 20 patients with safety data indicating treatments were well-tolerated.

SUBSEQUENT EVENT – 7/6/23 – LINK

  • The SPAC entered into Additional Subscription Agreements with certain unnamed investors in which they agreed to purchase 2,229,500 shares of Series A Convertible Preferred Stock, at a purchase price of $10.00 per share, resulting in an aggregate purchase price of $22,295,000.
  • The terms of the Initial Subscription Agreements and Additional Subscription Agreements are substantially the same (please see the Subsequent Event from 6/8/23 for more detail)

EXTENSION – 6/15/23 – LINK

  • The SPAC approved the extension from June 22, 2023 to September 22, 2023.
    • 808,628 shares were redeemed for $10.48 per share.
    • $0.04/share per month will be deposited into the trust account.

SUBSEQUENT EVENT – 6/8/23 – LINK

  • The SPAC entered into Subscription Agreements with certain unnamed investors in which they agreed to purchase 1,785,502 shares of a to-be-authorized class of preferred stock (the “Series A Convertible Preferred Stock”), at a purchase price of $10.00 per share, resulting in an aggregate purchase price of $17,855,020.
  • Each share of Series A Convertible Preferred Stock will be initially convertible into one share of Common Stock.
  • The Series A Convertible Preferred Stock will participate equally in any dividends declared to holders of Common Stock and also carry an additional dividend at a rate per annum of 8.0% of $10.00 per share of Series A Convertible Preferred Stock, which shall accrue and accumulate on a daily basis (the “Annual Dividends”).
  • The Conversion Price is initially equal to $10.00, but is subject to customary adjustments upon the occurrence of certain events. In addition, the Conversion Price will reset upon the 18 and 47 month anniversaries of the Closing to be equal to the lower of:
    • (a) the then-current Conversion Price, and
    • (b) the volume weighted average price of the Common Stock for the ten trading days preceding the applicable reset date (subject to a floor price equal to the greater of (1) $2.00 or (2) 20% of the lower of: (i) the closing price of the Company’s Class A Common Stock immediately preceding the signing of the Subscription Agreements; or (ii) the average closing price of the Company’s Class A Common Stock for the prior five trading days immediately preceding the signing of the Subscription Agreements).
  • Backstop Agreement:
    • The Sponsor shall execute and deliver to the Company a Subscription Agreement providing for a subscription by the Sponsor in an amount equal to the Sponsor Commitment Amount (an aggregate of $2,000,000 worth of Series A Convertible Preferred Stock) to purchase shares of Series A Convertible Preferred Stock on the same terms and conditions as the other Subscribers who have executed Subscription Agreements to date.

SUBSEQUENT EVENT – 5/15/23 – LINK

  • On May 13, 2023, there were changes made to the Merger Agreement between MTAC, Merger Sub, and TriSalus. These changes allowed MTAC to extend the deadline for completing the initial business combination. They also clarified that certain investor-held options would not be counted in the available cash for closing the deal. Moreover, the minimum amount of cash required for the deal was reduced from $60 million to $35 million.

EXTENSION – 12/19/22 – LINK

  • On December 12, 2022, the Company held a special meeting in lieu of the 2022 annual meeting of stockholders.
  • At the Meeting, the Company’s stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation to extend the date by which the Company must consummate its initial business combination from December 22, 2022 to June 22, 2023 (or such earlier date as determined by the Board).
  • The Company will deposit $0.04 per share into the Trust Account for each month (commencing on December 23, 2022, and ending on the 22nd day of each subsequent month), or portion thereof, that is needed by the Company to complete an initial business combination until June 22, 2023, or such earlier date as determined by the Board.
  • Stockholders holding 23,046,578 Public Shares exercised their right to redeem their shares for a pro rata portion of the funds in the Trust Account.
  • As a result, approximately $232.37 million (approximately $10.08 per Public Share) will be removed from the Trust Account to pay such holders and approximately $19.70 million will remain in the Trust Account.
  • Following redemptions, the Company has 1,953,422 Public Shares outstanding, and the Company will deposit $78,136.88 into the Trust Account of which 50% will be drawn down under the Extension Note and 50% will be funded by TriSalus.

TRANSACTION

  • Expected to close in the first quarter of 2023
  • The board of the combined company post-close would be comprised of nine members, of which seven are selected by TriSalus and two from MedTech. The leadership team will be the existing TriSalus team led by Mary Szela.
  • The company expects to have at least $60 million in cash, assuming significant redemptions.
    • The expected cash at closing includes up to $50 million from a convertible note for which MedTech and the Company have entered into a non-binding term sheet with a leading institutional investor.

medtech

PIPE

  • Non-binding term sheet with a leading institutional investor for a $50 million 8.0% senior secured convertible notes
  • The term sheet, which grants the Investor the exclusive right to negotiate the foregoing proposed debt financing, provides for MTAC to issue $25,000,000 or $50,000,000 of such Convertible Notes at the Closing, and grants the Investor the option to purchase the same principal amount of purchased Convertible Notes during the two-year period following the Closing (resulting in the potential issuance of up to $100,000,000 of such Convertible Notes).
  • The Convertible Notes would have a three-year maturity, and would be convertible into shares of MTAC Common Stock at an initial conversion price of $10.00 per share, with conversion price resets and certain anti-dilution rights, with the conversion feature subject to certain ownership limitations.

LOCK-UP

Company & Sponsor

  • The earliest of:
    • Three hundred and sixty-five (365) days after the Closing (1 year)
    • The date on which the last sales price of Common Stock equals or exceeds $12.00 per share, subject to adjustment as provided therein, for any 20 trading days within any 30-consecutive-day trading period commencing at least 150 days after the Closing

SPONSOR EARNOUT

  • Sponsor agrees to forfeit 2,187,500 shares of MTAC Common Stock (which represents 35% of the Sponsor’s shares of MTAC on the date hereof)
  • and to subject 3,125,000 of its shares of Common Stock (which represents 50% of the Sponsor’s shares of MTAC on the date hereof) to certain vesting restrictions
  • if, at any time during the period following the Closing and expiring on the fifth anniversary of the Closing Date:
    • (i) the VWAP of the shares of Common Stock equals or exceeds $15 for any twenty (20) Trading Days within any period of thirty (30) consecutive Trading Days (the “First Level Earnout Target”), 25% of the Sponsor Earnout Shares (the “First Level Sponsor Earnout Shares”) shall no longer be subject to forfeiture 
    • (ii) the VWAP of the shares of Common Stock equals or exceeds $20 for any twenty (20) Trading Days within any period of thirty (30) consecutive Trading Days (the “Second Level Earnout Target”), 25% of the Sponsor Earnout Shares (the “Second Level Sponsor Earnout Shares”) shall no longer be subject to forfeiture 
    • (iii) the VWAP of the shares of Common Stock equals or exceeds $25 for any twenty (20) Trading Days within any period of thirty (30) consecutive Trading Days (the “Third Level Earnout Target”), 25% of the Sponsor Earnout Shares (the “Third Level Sponsor Earnout Shares”) shall no longer be subject to forfeiture 
    • (iv) the VWAP of the shares of Common Stock equals or exceeds $30 for any twenty (20) Trading Days within any period of thirty (30) consecutive Trading Days (the “Fourth Level Earnout Target”), 25% of the Sponsor Earnout Shares (the “Fourth Level Sponsor Earnout Shares”) shall no longer be subject to forfeiture 

AMENDMENT TO UNDERWRITING AGREEMENT

  • In the event that the Business Combination with TriSalus is consummated, Raymond James agreed to waive its right to the deferred underwriting fees and commissions

NOTABLE CONDITIONS TO CLOSING

  • MTAC has at least $60,000,000 in Available Closing Acquiror Cash which amount includes any proceeds or committed amounts from private equity or debt sources, the remaining balance in MTAC’s trust account (after taking into account stockholder redemptions), minus the payment of up to $6,000,000 of MTAC’s transaction expenses.

NOTABLE CONDITIONS TO TERMINATION

  • The Merger Agreement may be terminated prior to the Closing if the Closing has not occurred on or before December 22, 2022, as such date may be extended by MTAC to match the extension of the last date for MTAC to consummate a business combination by seeking the necessary stockholder approval to file an amendment to MTAC’s certificate of incorporation in accordance with its terms, which date shall not be later than June 22, 2023 (the “Outside Date”).
  • by March 31, 2023, MTAC shall not have obtained commitments for private financing of at least $40,000,000 in support of the Business Combination

ADVISORS

  • Cooley LLP is acting as legal counsel to TriSalus.
  • Raymond James is acting as exclusive financial advisor to MedTech and as the sole placement agent on the convertible offering
  • Paul Hastings LLP is serving as legal counsel to the placement agent.
  • Foley & Lardner LLP is acting as legal counsel to MedTech.

The below-announced combination was terminated on 3/10/22.  It will remain on the page for reference purposes only. Once a new combination is announced it will be added to the top of the page.

PROPOSED BUSINESS COMBINATION: Memic Innovative Surgery Ltd. [TERMINATED on 3/10/22 – LINK]

ENTERPRISE VALUE: $655 million
ANTICIPATED SYMBOL: TBD

MedTech Acquisition Corporation proposes to combine with Memic Innovative Surgery Ltd., a medical device company dedicated to transforming surgery with its proprietary surgical robotic technology.

Memic’s Hominis® platform is the first and only FDA-authorized surgical robot that features miniature humanoid-shaped arms, with shoulder, elbow, and wrist joints, providing human level dexterity and 360-degree articulation. Hominis received de novo marketing authorization from the FDA in February 2021 for use in single site, natural orifice laparoscopic-assisted transvaginal benign surgical procedures, including benign hysterectomy. It is the first and only FDA-authorized surgical robotic platform that features miniature humanoid-shaped robotic arms that provide human level dexterity, multi-planar flexibility and 360 degrees of articulation, allowing it to reach the entire surgical site. The Company’s initial target addressable market is over 1 million women’s health procedures in the United States and over 4 million globally. The Company plans to expand within women’s health, as well as into additional applications including general, colorectal, thoracic, transoral and transrectal surgeries.

The biomimetic instruments are designed to replicate the motions and capabilities of a surgeon’s arms, with shoulder, elbow, and wrist joints. Multiple instruments can be introduced into the body through a single portal and the 360-degree articulation offers the ability to bend and work around anatomic barriers, as well as optimal access and working angles. The system’s proprietary instruments and human-like features enable surgeons to perform indicated gynecologic procedures using the transvaginal approach, which research shows results in better clinical outcomes for patients, including reduced pain, recovery time and rates of infection and no visible scarring.

TRANSACTION

  • Upon closing of the business combination, the combined company will have an estimated pro-forma equity value of more than $1 billion, assuming no redemptions by MedTech’s public stockholders.
  • The combined company’s estimated cash balance will consist of MedTech’s $250 million cash held in trust, assuming no redemptions by public stockholders, $76 million from the private placement of ordinary shares with investors (PIPE), and $63 million from the current balance sheet of Memic, less estimated transaction expenses and operational expenses through closing.
  • The combined company is expected to hold approximately $360 million in cash, less transaction and operational expenses until closing, to fund the business through its investment phase and to positive cash flow, assuming no redemptions by MedTech’s public stockholders.
  • The PIPE is led by various investors, including Bridger Healthcare, Ltd., The Kraft Group, Monashee Investment Management LLC, Pura Vida Investments, Wellington Management, Ken Langone, Peregrine Ventures HighSage Ventures, and management and board members of MedTech.
  • Memic’s existing stockholders will be rolling 100% of their equity into the combined company.

medtech trans overview

PIPE

  • $76 million PIPE Investment that is is led by various investors, including Bridger Healthcare, Ltd., The Kraft Group, Monashee Investment Management LLC, Pura Vida Investments, Wellington Management, Ken Langone, Peregrine Ventures HighSage Ventures, and management and board members of MedTech

PRICE ADJUSTMENT RIGHTS

  • Price Adjustment Rights are rights to receive up to an additional 17,235,450 Company Ordinary Shares within the next 5 years on the anniversary of the Closing Date
    • 19.606% of the aggregate Price Adjustment Rights (the “First Tranche”) will automatically be exercised if the Stock Price of the Company Ordinary Shares is greater than or equal to $12.50 over any 15 trading days within any period of 30 consecutive trading days.
    • 19.606% of the aggregate Price Adjustment Rights (the “Second Tranche”) will automatically be exercised if the Stock Price of the Company Ordinary Shares is greater than or equal to $15.00 over any 15 trading days within any period of 30 consecutive trading days.
    • 19.612% of the aggregate Price Adjustment Rights (the “Third Tranche”) will automatically be exercised if the Stock Price of the Company Ordinary Shares is greater than or equal to $17.00 over any 15 trading days within any period of 30 consecutive trading days.
    • 41.176 % of the aggregate Price Adjustment Rights (the “Fourth Tranche”) will automatically be exercised if the Stock Price of the Company Ordinary Shares is greater than or equal to $20.00 over any 15 trading days within any period of 30 consecutive trading days.

LOCK-UP

  • Shareholder Parties have agreed not to transfer any Company Ordinary Shares held by them until the one-year anniversary of the Effective Time, subject to early release if the stock price of the Company Ordinary Shares is greater than or equal to $12.00 for any 20 trading days within any period of 30 consecutive trading days

SUPPORT AGREEMENT

  • The Sponsor Group agreed to:
    • (i) vote all shares of SPAC Class B Stock and all shares of SPAC Class A Stock beneficially owned by him, her or it in favor of the Merger and each other proposal related to the Merger included on the agenda for the special meeting of stockholders relating to the Merger
    • (ii) when such meeting of stockholders is held, appear at such meeting or otherwise cause the SPAC Class B Stock or SPAC Class A Stock beneficially owned by him, her or it to be counted as present thereat for the purpose of establishing a quorum
    • (iii) vote all SPAC Class B Stock and SPAC Class A Stock Shares beneficially owned by him, her or it against any action that would reasonably be expected to materially impede, interfere with, delay, postpone or adversely affect the Merger or any of the other transactions contemplated by the Business Combination Agreement
  • Immediately following the consummation of the Merger, MTAC shall contribute at least fifty percent (50%) of its total cash and liquid assets (after taking into account the payment of the Aggregate SPAC Stockholder Redemption Payments Amount and payment of expenses incurred by MTAC in connection with the Merger) to Memic Inc., in exchange for such number of shares of capital stock of Memic Inc. representing an 80% or greater interest in Memic Inc., as calculated based on the book value of such capital stock on the Closing Date.

NOTABLE CONDITIONS TO CLOSING

  • The aggregate amount of immediately available funds paid by the investors for the Company Ordinary Shares issuable in the PIPE Investment, equals or exceeds $250,000,000
  • The Aggregate SPAC Stockholder Redemption Payments Amount shall not exceed fifty percent (50%) of the aggregate amount of cash contained in the Trust Account immediately prior to the Closing and the payment of such Aggregate SPAC Stockholder Redemption Payments Amount
  • Memic shareholders owning at least 1% of the outstanding shares of Memic capital stock shall have entered into the Lock-Up Agreement with Memic and MTAC Sponsor and such agreement shall be in full force and effect.

NOTABLE CONDITIONS TO TERMINATION

  • March 11, 2022 (the “Outside Date”)

ADVISORS

  • BofA Securities is serving as sole financial advisor to Memic.
  • Greenberg Traurig, LLP is serving as legal counsel to Memic.
  • BofA Securities and Raymond James & Associates, Inc. and Wells Fargo Securities, LLC are serving as lead joint placement agents on the private offering (PIPE).
  • Latham & Watkins LLP is serving as legal counsel to the placement agents.
  • Raymond James & Associates, Inc. is serving as sole financial advisor to MedTech and acted as sole book-running manager for the MedTech’s IPO in December 2020.
  • Foley & Lardner, LLP is serving as legal counsel to MedTech.

MANAGEMENT & BOARD

Executive Officers

Christopher C. Dewey, 76
Chief Executive Officer and Director

Mr. Dewey has significant experience with medical devices and has been a Managing Director of Ceros Financial Services, Inc., an investment advisory firm, since 2019. Mr. Dewey was a founding board member of MAKO Surgical Corp., a transformational robotic surgical company, where he served on the board from its initial public offering in 2008 until its $1.65 billion sale to Stryker Corp. in 2013 and held positions on the audit and compensation committees. He has been a founding investor and board member of many medical technology startups, including: Auris Surgical Robotics, Inc. from 2012 to 2014, PROCEPT BioRobotics Corp., ShockWave Medical, Inc. (Nasdaq: SWAV) from 2011 to 2014, OrthoSensor, Inc. from 2009 to 2014 and 2019 to present, DermaSensor, Inc. from 2011 to present, Horu Ophthalmics, Inc. from 2019 to present, Cephea Valve Technologies, Inc. from 2013 to 2019, GI Windows Corp., HistoSonics, Inc., Insightec, Ltd. as a board observer from 2019 to present, Magic Leap, Inc., Memic Innovative Surgery, Inc., MIVI Neuroscience, Inc. from 2018 to present, Potrero Medical, Inc., Pristine Surgical, LLC, and TriFlo Cardiovascular Inc. from 2019 to present. From 1966 to 1979, Mr. Dewey was a Founder and President of The Cannon Group, Inc. (i.e., Cannon Films), which was the one of the first independent film companies to finance, produce and distribute motion pictures worldwide. He also has had a successful career on Wall Street serving as Executive Vice President and Head of High Yield Sales at Jefferies & Co. from 1994 until 2007, and subsequently was Vice Chairman of National Securities Corp. from 2007 until 2011. Mr. Dewey was a Partner and Institutional Sales Manager in High Yield Fixed Income at Bear, Stearns & Co. from 1980 to 1990, and Managing Partner of Scully Brothers & Foss/The Marion Group, L.P. until 1994. He holds an MBA from The Wharton Graduate School of Business.

David J. Matlin, 59
Chief Financial Officer and Director

Mr. Matlin is also the co-founder and Chief Executive Officer of MatlinPatterson Global Advisers LLC, or MatlinPatterson, a distressed securities investment manager, which he co-founded in July 2002. Mr. Matlin was also Chief Executive Officer of MatlinPatterson Asset Management L.P. and its operating joint venture affiliates that managed non-distressed credit strategies, from 2015 to 2018. Prior to forming MatlinPatterson, Mr. Matlin was a Managing Director at Credit Suisse, and headed their Global Distressed Securities Group upon its inception in 1994. Mr. Matlin was also a Managing Director and a founding partner of Merrion Group, L.P., an investment advisory firm, from 1988 to 1994. He began his career as a securities analyst at Halcyon Investments from 1986 to 1988. Mr. Matlin has served as a member of the board of directors of Flagstar Bank FSB, a federally charted savings bank, and Flagstar Bancorp, Inc. (NYSE: FBC), a savings and loan holding company since 2009. Since September 2020, he has served on the board of Oceanus LLC, which owns and operates liquified natural gas vessels. Mr. Matlin also serves on the board of directors of US Well Services Inc. (Nasdaq: USWS) (formerly Matlin & Partners Acquisition Corporation) and was Chief Executive Officer and Chairman of the company prior to its business combination with US Well Services LLC. He also serves on the boards of directors of OrthoSensor, Inc., Dermasensor, Inc. and Pristine Surgical LLC, which are medical device manufacturers, Since 2020 he has been an observer of the board of Clene Nanomedicine, Inc. a biopharmaceutical manufacturer, and since 2020 he has served on the board of Traffk, LLC, an insurance-based data analytics company. Previously, he served on the board of directors of CalAtlantic Group, Inc. (NYSE: CAA), a U.S. homebuilder, from 2009 to 2018, Global Aviation Holdings, Inc., an air charter company, from 2006 to 2012, and Huntsman Corporation (NYSE: HUN), a U.S. chemicals manufacturer, between 2005 and 2007. Mr. Matlin holds a JD degree from the Law School of the University of California at Los Angeles and a BS in Economics from the Wharton School of the University of Pennsylvania.

Robert H. Weiss, 62
Chief Administrative Officer and Secretary

Mr. Weiss was General Counsel and a Partner of MatlinPatterson Global Advisers LLC and its affiliates from 2002 until 2020. Prior to joining MatlinPatterson in 2002, Mr. Weiss was a Managing Director at Deutsche Asset Management, where he was responsible for hedge fund and fund-of-funds administration, accounting, and product-related legal and compliance functions from 1996 to 2002. From 1991 to 1996, Mr. Weiss was General Counsel to Moore Capital Management, Inc. and Senior Vice President within the futures and managed futures business of Lehman Brothers from 1989 to 1991, as well as Associate General Counsel from 1986 to 1989. Mr. Weiss began his career in the legal department of futures commission merchant Johnson Matthey & Wallace, Inc. in 1983. Mr. Weiss holds a JD degree from Hofstra Law School and an AB cum laude in Political Science from Vassar College.

Board of Directors

Karim Karti, 52
Chairman

Mr. Karti is a highly experienced healthcare executive. He was the Chief Operating Officer of iRhythm Technologies, Inc. (Nasdaq: IRTC), a digital healthcare company, from July 2018 until March 2020, and was instrumental in launching new products and developing alliances with leading industry participants, including Verily Life Sciences, LLC, a subsidiary of Alphabet Inc. Mr. Karti previously was an officer of General Electric Company (NYSE: GE) (“GE”), where he worked for 22 years and most recently served as President and Chief Executive Officer of the GE Healthcare Imaging division from 2016 to 2018. He also served as Chief Marketing Officer for the GE Healthcare division from 2012 to 2015, as well as the President and Chief Executive Officer of GE Healthcare Emerging Markets and GE Healthcare Korea from 2009 to 2012. Mr. Karti initially was a member of the corporate audit and M&A teams at GE from 1996 to 2000, and started his career with The Procter & Gamble Company (NYSE: PG) in Brand Management in 1993. He received his undergraduate degree from Ecole Centrale de Lyon and completed the entrepreneurship program at Ecole Superieure de Commerce de Lyon in 1992.

Maurice R. Ferré, MD, 60 [Resigned 2/19/22]
Director

Dr. Ferré is also the Chief Executive Officer and Chairman of the Board of Insightec Ltd., an innovator of incisionless surgery, a role he has held since January 2015. Dr. Ferré brings over 20 years of experience as a serial entrepreneur in the medical technology industry. From 2004 to 2014, Dr. Ferré served as Chief Executive Officer and Chairman of the Board of MAKO Surgical Corporation, a transformational robotic surgical company that he co-founded. The company was later acquired by Stryker Corp in 2013. Prior to that, Dr. Ferré was founder, Chief Executive Officer and President of Visualization Technology Inc. (“VTI”) from 1993 to 2003. VTI became a world leader in image-guided surgery with a navigation platform for ENT and was acquired by GE Healthcare. Dr. Ferré received his Doctor of Medicine and Master of Public Health from Boston University in 1992. He was the recipient of the Ernst & Young 2007 Entrepreneur of the Year Award and was awarded BioFlorida’s Lifetime Achievement Award in 2018. Dr. Ferré is a member of the Board of Trustees for Boston University and is also active on the boards of The Everglades Foundation and Endeavor Miami.

Ivan Delevic, 55 [Resigned 3-7-22]
Director

Ivan Delevic brings a wealth of medical device industry experience from his 25 years with Johnson & Johnson (NYSE: JNJ), GE Healthcare, and MAKO Surgical Corp., a transformational robotic surgical company, where he served as Senior Vice President of Corporate Development from 2009 until its $1.65 billion sale to Stryker Corp. in 2013. Mr. Delevic has served the Chief Executive Officer and President of OrthoSensor, Inc., a leader in orthopedic sensor technologies, since October 2014 and a director of the board of director of OrthoSensor, Inc. since 2015. He previously served in several capacities at GE Healthcare from 1996 to 2007, including General Manager of Molecular Imaging EMEA, Global Marketing and Sales VP for Surgical Navigation. Mr. Delevic holds board positions at several medical device and healthcare companies, including: Insightec Ltd. (since 2014), DermaSensor Inc. (since 2015), Pristine Surgical Corp. (since 2017) and EnMovi Ltd. (since 2019). Mr. Delevic holds an MBA from the Technical University of Budapest through a joint program with Herriot-Watt University and a M.Sc. in Electrical Engineering from the Technical University of Budapest.

Martin Roche, MD, 54
Director

Dr. Roche is a practicing orthopedic surgeon specializing in robotic and sensor assisted knee surgery at Holy-Cross Hospital in Fort Lauderdale, Florida since 1996, and is Director of Arthroplasty for the “Hospital for Special Surgery Florida” . He serves as a member of the American and European Knee Society. Dr. Roche was the designing surgeon and performed the first robotic assisted Makoplasty partial and total knee arthroplasty. He has published and lectured extensively in the field of orthopedics and holds over 100 patents focused on medical technology. He is the founder of OrthoSensor, Inc. and has served as its Chief Medical Officer and director since 2008. He is a consultant to Stryker Orthopedics and Pristine Surgical, LLC. He received his MD in Biology from University College Cork in Ireland, and completed his Orthopedic Residency at Jackson Memorial Hospital in Miami, Florida.

Thierry Thaure, [Appointed 3/22/21]
Director

Mr. Thaure has over 35 years of experience in medical device technology as an entrepreneur, senior executive and director. Since 2019, Mr. Thaure has been Chief Executive Officer and a Director of Triflo Cariovascular, Inc., a company that is developing a technology for the treatment of tricuspid regurgitation. From 2012 to 2019, he was co-Founder and Chief Executive Officer of Cephea Valve Technologies, Inc., a company that developed a percutaneous mitral valve replacement technology and was purchased by Abbott Laboratories in 2019. Previously, he served as Chief Executive Officer from 2004 to 2011 of EndoGastric Solutions, Inc., a medical technology company that develops incisionless transoral procedures for the treatment of GERD, Senior Vice President and General Manager from 2001-2004 of Accuray, Inc. (Nasdaq: ARAY), a leader in radiosurgery which he helped take public, and was founding Vice President of Sales & Marketing from 1997 to 2001 at Intuitive Surgical, Inc. (Nasdaq: ISRG), a medical robotics company designing products to improve clinical outcomes of patients through minimally invasive surgery. Prior to that, Mr. Thaure held engineering, marketing and business development roles at Guidant Corp. and American Hospital Supply Corp. in their Cardiovascular divisions. During his career, Mr. Thaure has served as board member for several public and private companies, including Pulse Biosciences, Inc. (Nasdaq: PLSE) from 2015 to 2017, where he served on its Compensation and Governance Committees, and was Chairman of its Audit Committee. He also served on the following private company boards: Mauna Kea Technologies Inc. from 2001 to 2012, Aquyre Bioscience Inc. since 2019, and FlexDex Inc from 2019 to 2020. Mr. Thaure holds a B.S. in Chemistry and Biomedical Engineering from Duke University and an M.B.A. from the J.L. Kellogg Graduate School of Management at Northwestern University.

Manuel “Manny” Aguero, [Appointed 4/29/21]
Director

Mr. Aguero has over 38 years of experience in the healthcare industry, including seven years at Johnson & Johnson’s Surgikos division (1984 to 1990) where he held positions of increasing responsibility including sales, marketing, and management, rising from a territorial sales position to becoming Director of Sales Training. Mr. Aguero co-founded and has been President of Q*Med Corporation, a medical device distribution company since its inception in 1990. He also has served on the board of its affiliate, Phoenix Healthcare Solutions, a leading medical manufacturing company, since 2012. Mr. Aguero was an early stage investor and has served on the board of directors of Veterans Healthcare Supply Solutions since 2011. He also served on the board of Orthosensor Inc., a leader in orthopedic sensor technologies, from 2010 until its sale to Stryker in 2020. Mr. Aguero graduated with Honors from The University of Florida with a BSBA in Business Finance.

David L. Treadwell, [Appointed 4/29/21]
Director

Mr. Treadwell has been a director of Visteon, an automotive supplier focused on cockpit electronics, since August 2012. He has also served on the boards of Flagstar Bank, Inc. (NYSE: FBC), a $27 billion regional bank, since 2009 and U.S. Well Services, Inc. (Nasdaq: USWS) (formerly known as Matlin& Partners Acquisition Corporation prior to its merger with U.S. Well Services LLC), a high-pressure hydraulic fracturing supplier, since 2018. Mr. Treadwell also serves as Chairman of Tweddle Group, a provider of automotive owner manuals/information, since September 2018; and Chairman of AGY, LLC, a producer of high tech glass fiber for a variety of global applications, since July 2013. Mr. Treadwell has served on the boards of several other public and private companies. Mr. Treadwell served as President and Chief Executive Officer of EP Management Corporation, formerly known as EaglePicher Corporation, a diversified industrial group, from August 2006 to September 2011. Mr. Treadwell was EaglePicher’s Chief Operating Officer from June 2005 to July 2006. EaglePicher Corporation included EP Medical Batteries, which developed and supplied implantable medical batteries. Prior to that, he served as Oxford Automotive’s Chief Executive Officer from 2004 to 2005. Mr. Treadwell graduated from University of Michigan in 1976 with high honors, BBA in Business.

 

ByMatt Cianci