Ra Medical Systems (NYSE:RMED) announces a realignment of its board of directors in conjunction with the recently announced merger with Catheter Precision, Inc. David Jenkins has joined the board as Executive Chairman and James Caruso has been named director. Martin Colombatto, Will McGuire and Susann L. Meline will continue to serve as directors. Joan Stafslien and Richard Mejia, Jr. have resigned as directors, with board membership remaining at five.
The following adjustments have also been made to the board:
- Ms. Meline has been named Lead Independent Director and Chair of the Governance/Nomination Committee She will also serve on the Audit Committee.
- Mr. Colombatto will continue as Chair of the Compensation Committee and will remain on the Governance/Nomination Committee.
- Mr. Caruso has been named Chair of the Audit Committee and will serve on the Compensation Committee.
Mr. Jenkins commented, "We are pleased to make these adjustments to our board including the appointment of James Caruso, who brings significant financial background making him ideal for Chair of our Audit Committee. Our new board is fully committed to advising and governing Ra Medical for future growth with a primary focus in the cardiac electrophysiology marketplace. We thank our former board members for their service."
Mr. Caruso has been performing consulting services through Adesha Medical since 2016. He served as Vice President, Chief Financial Officer, Corporate Secretary and Treasurer of Catheter Precision from 2010 to 2016. From 2008 to 2010, Mr. Caruso served as a Site Manager for the St Jude Medical Atrial Fibrillation Division (NYSE:STJ) and from 2007 to 2008 he served as Vice President, Chief Financial Officer, Secretary and Treasurer of EP MedSystems, Inc. (NASDAQ : EPMD). Mr. Caruso previously served as a Vice President of Finance for St Jude Medical Neuro division, Advanced Neuromodulation Systems, Inc., HiTronics Designs, Inc., and Micron Products, Inc. (AMEX:PMR). He began his career at Deloitte (previously Deloitte & Touche). Mr. Caruso holds a BA from Rutgers College and an MBA from Fordham University and is a Certified Public Accountant.
About Ra Medical Systems
Ra Medical Systems' wholly owned subsidiary, Catheter Precision, is an innovative medical device company bringing to market new solutions that improve the treatment of cardiac arrhythmias. It is developing groundbreaking technology for electrophysiology procedures by collaborating with physicians and continuously advancing its products.
Catheter Precision is pursuing three product areas. Its lead product, VIVO™ (an acronym for View Into Ventricular Onset), is an FDA-cleared and CE mark product that utilizes non-invasive inputs to locate the origin of ventricular arrhythmias. Through its use, physicians can identify patients for invasive catheter ablation, and with those patients, reduce the amount of time to complete the invasive procedure. Ventricular arrhythmias include ventricular tachyarrhythmias and premature ventricular arrhythmias, diseases that despite affecting millions of people are not well treated today. While much past growth in the electrophysiology market has been for the treatment of atrial fibrillation, Catheter Precision believes that ventricular arrhythmias represent a large growth opportunity.
Catheter Precision also intends to pursue a second generation of Amigo®, a robotic arm previously cleared by the FDA and awarded the CE mark, which serves as a catheter control device that can be remotely controlled outside of the procedure room. Catheter Precision has demonstrated that patient outcomes may be enhanced with this device. Catheter Precision is working toward a third product release in the first half of 2023, which is a device to assist in the closure of the insertion site of a percutaneous catheter or other device. It is estimated that the worldwide market for this closure assist device exceeds one million procedures per year.
Cautionary Note Regarding Forward-Looking Statements
This communication contains forward-looking statements which include, but are not limited to, the plans and expectations of the combined company regarding Catheter Precision's products, including its plans, strategies, projected timelines and estimated markets, for and/or related to VIVO and the Amigo and vessel closure devices described above. These forward-looking statements are subject to the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. The Company's and Catheter Precision's expectations and beliefs regarding these matters may not materialize. Actual outcomes and results may differ materially from those contemplated by these forward-looking statements as a result of uncertainties, risks and changes in circumstances, including but not limited to risks and uncertainties related to: the ability of the combined company to execute its future business strategies and maintain its listing on the NYSE American or other national stock exchange, potential application of SEC and/or exchange "shell company" rules, and the ability of the combined company to successfully pursue its product lines in the manner and in the timeframe described here. Additional risks and uncertainties that could cause actual outcomes and results to differ materially from those contemplated by the forward-looking statements are included under the caption "Risk Factors" and elsewhere in the Company's most recent filings with the SEC, including the Company's Preliminary Proxy Statement filed on September 23, 2022, Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, the Current Reports on Form 8-K, including the Current Report on Form 8-K filed on September 12, 2022, and any prior or subsequent reports on Form 10-K, Form 10-Q or Form 8-K filed with the SEC from time to time and available at www.sec.gov. Important business and financial information about Catheter Precision's business and the related discussion and analysis of financial condition and results of operations of Catheter Precision is set forth in the Current Report on Form 8-K filed on September 12, 2022 and the exhibits thereto and should be read in conjunction with the Catheter Precision Financial Statements and the pro forma financial statements for the combined company that are attached as exhibits thereto. Risks and uncertainties related to the Catheter Precision and the projections and estimates described above that may cause actual results to differ materially from those expressed or implied in any forward-looking statement are included in "Risk Factors – Risk Related to the Merger with Catheter Precision and – Risks Related to Our Evaluation of Strategic Alternatives for our Legacy Assets," and "Risk Factors – Risks Related to the Business of Catheter Precision," which are filed as the exhibits to the Current Report on Form 8-K filed on September 12, 2022. These documents can be accessed on the Company's Investor Relations page at https://ir.ramed.com/ by clicking on the link titled "SEC Filings." The risks and uncertainties may be amplified by the COVID-19 pandemic, which has caused significant economic uncertainty, and ongoing volatility in the stock markets and the U.S. economy in general. The extent to which the COVID-19 pandemic impacts the Company's and Catheter Precision's businesses, operations, and financial results, including the duration and magnitude of such effects, will depend on numerous factors, which are unpredictable, including, but not limited to, the duration and spread of the outbreak, its severity, the actions to contain the virus or treat its impact, and how quickly and to what extent normal economic and operating conditions can resume.
The forward-looking statements included in this communication are made only as of the date hereof. The Company and Catheter Precision assume no obligation and do not intend to update these forward-looking statements, except as required by law.
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