Florida medical device maker SafeStitch Medical was reborn as TransEnterix Inc. as the companies navigated a previously announced merger.
SafeStitch shareholders approved a restated certificate of incorporation, under which the company took TransEnterix’s name more than tripled the number of authorized shares of common stock from 225 million to 750 million, according to regulatory documents.
Majority shareholders, representing about 89% of SafeStitch’s issued and outstanding Series B convertible preferred stock, voted to convert each Series B share into 10 shares of common stock as the company officially changed its colors. Changes were also made the company’s bylaws and to its stock incentive plans, according to an SEC filing.
SafeStitch and TransEnterix inked their merger deal in August, saying SafeStitch would move from Miami to Research Triangle, N.C., but keep its name, stock symbol and place on the OTC exchange. TransEnterix CEO Todd Pope will take the helm of the merged companies, with medtech veteran Paul LaViolette as board chairman. SafeStitch chairwoman Jane Hsiao and OPKO Health chairman Phillip Frost also have seats on the new entity’s board, the company said at the time.
The merger also included a private placement worth about $30.2 million. To consummate the deal, TransEnterix shareholders received nearly 106 million shares which, at $1.52 apiece, were worth $160.3 million, a spokesman told MassDevice.com. The company in September issued $160.4 million worth of stock as part of the merger.
SafeStitch, founded in 2005 by Dr. Charles Filipi (who holds a 1.7% stake in the news SafeStitch) and Spragens, makes the Amid hernia fixation device. TransEnterix made laparoscopic devices including the Spider and Starr instruments. It was founded in 2006 and raised $21 million in "institutional financing" in 2008, according to its website. Another $55 million round followed in 2009 and TransEnterix raised a further $15 million in venture capital backing in 2011.
