Altitude Acquisition Corp. (“Altitude”) (Nasdaq: ALTU) and Picard
Medical, Inc. (“Picard”), the parent company of SynCardia Systems,
LLC (“SynCardia”), the global leader in mechanical heart
replacement technology, today announced the filing of a preliminary
proxy statement on Schedule 14A with the U.S. Securities and
Exchange Commission (“SEC”), and in connection with their
previously announced business combination. Picard also announced
the completion of the audit of its financial statements as of and
for the year ended December 31, 2022.
As previously announced on April 23, 2023,
Altitude entered into a definitive business combination agreement
with Picard that is expected to result in Picard becoming publicly
listed. Completion of the transaction is subject to approval by
Altitude’s stockholders and other customary closing conditions.
About Picard Medical, Inc.
Picard is the parent company of SynCardia, a
Tucson, Arizona based leader in mechanical heart replacement
technology for patients suffering from end-stage heart failure.
SynCardia develops, manufactures, and commercializes an
FDA-approved temporary Total Artificial Heart (TAH), an implantable
system designed to assume the full functions of a failing or failed
human heart.
SynCardia’s TAH has been used in over 2,000
implantations in 25 countries globally. It is now focused on
developing, manufacturing, and commercializing successive
generations of the SynCardia TAH to further improve clinical
outcomes, usability, and patient Quality of Life
(“QOL”). Picard’s long-term mission is to build a
portfolio of medical technology companies active in the
cardiovascular space.
Picard’s long-term mission is to build a
portfolio of medical technology companies active in the
cardiovascular space. Picard intends to achieve this goal by
acquiring, developing, or by in -licensing of promising
technologies or assets with a focus on approved devices, or devices
close to being approved.
About Altitude Acquisition
Corp.
Altitude Acquisition Corp. (Nasdaq: ALTUU, ALTU,
ALTUW) is a blank check company incorporated as a Delaware
corporation for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses or
entities.
Additional Information and Where to Find
It
In connection to the proposed business
combination, Altitude has filed with the SEC preliminary proxy
statement, and intends to file a definitive proxy statement.
Altitude urges its investors, shareholders and other interested
persons to read the preliminary proxy statement, and any amendments
thereto and the definitive proxy statement, when available, as well
as other documents filed with the SEC because these documents will
contain important information about Altitude, Picard and the
business combination. When available, the definitive proxy
statement will be mailed to shareholders of Altitude as of a record
date to be established for voting on the proposed business
combination. Once available, shareholders will also be able to
obtain a copy of the definitive proxy statement and other documents
filed with the SEC without charge, by directing a request to:
Altitude Acquisition Corp., 400 Perimeter Center Terrace, Suite
151, Atlanta Georgia 30346. The preliminary and definitive proxy
statement, once available, can also be obtained, without charge, at
the SEC’s website (www.sec.gov).
Participants in the
Solicitation
Altitude and Picard and their respective
directors and executive officers may be considered participants in
the solicitation of proxies with respect to the proposed business
combination under the rules of the SEC. Information about the
directors and executive officers of Altitude is set forth in
Altitude’s annual report on Form 10-K for the year ended December
31, 2022 filed with the SEC on March 23, 2023, and is available
free of charge at the SEC’s website at www.sec.gov or by directing
a request to: Altitude Acquisition Corp., 400 Perimeter Center
Terrace, Suite 151, Atlanta Georgia 30346. Information regarding
the persons who may, under the rules of the SEC, be deemed
participants in the solicitation of Altitude stockholders in
connection with the proposed business combination is set forth in
the proxy statement for the proposed business combination. These
documents can be obtained free of charge from the sources indicated
above.
Forward-Looking Statements
Certain statements included in this press
release that are not historical facts are forward-looking
statements for purposes of the safe harbor provisions under the
United States Private Securities Litigation Reform Act of 1995.
Forward-looking statements generally are accompanied by words such
as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,”
“intend,” “expect,” “should,” “would,” “plan,” “predict,”
“potential,” “seem,” “seek,” “future,” “outlook,” “project,” and
similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. These
forward-looking statements include, but are not limited to,
statements regarding estimates and forecasts of financial and
performance metrics and projections of market opportunity,
Altitude’s and Picard’s expectations with respect to future
performance and anticipated financial impacts of the business
combination, the satisfaction of the closing conditions to the
business combination and the timing of the completion of the
business combination. These statements are based on various
assumptions, whether or not identified in this press release, and
on the current expectations of the respective management of
Altitude and Picard and are not predictions of actual performance.
These forward-looking statements are provided for illustrative
purposes only and are not intended to serve as, and must not be
relied on by an investor as, a guarantee, an assurance, a
prediction or a definitive statement of fact or probability. Actual
events and circumstances are difficult or impossible to predict and
will differ from assumptions. Many actual events and circumstances
are beyond the control of Altitude and Picard. These
forward-looking statements are subject to a number of risks and
uncertainties, including changes in domestic business, market,
financial, political, and legal conditions; the inability of the
parties to successfully or timely consummate the proposed business
combination, including the risk that any regulatory approvals are
not obtained, are delayed or are subject to unanticipated
conditions that could adversely affect the combined company or the
expected benefits of the proposed business combination or that the
approval of the stockholders of Altitude or Picard is not obtained;
failure to realize the anticipated benefits of the proposed
business combination; risks relating to the uncertainty of the
projected financial information with respect to Picard; risks
related to the performance of Picard’s business; the development,
effects and enforcement of laws and regulations; Picard’s ability
to manage future growth; Picard’s ability to develop new products
and solutions, bring them to market in a timely manner, and make
enhancements to its platform; the effects of competition on
Picard’s business; the amount of redemption requests made by
Altitude’s stockholders; the ability of Altitude or Picard to
obtain financing in connection with the business combination or in
the future; the outcome of any potential litigation, government and
regulatory proceedings, investigations and inquiries; and those
factors discussed in Altitude’s annual report on Form 10-K for the
year ended December 31, 2022 filed with the SEC on March 23, 2023
under the heading “Risk Factors,” and other documents Altitude has
filed, or will file, with the SEC. If any of these risks
materialize or our assumptions prove incorrect, actual results
could differ materially from the results implied by these
forward-looking statements. There may be additional risks that
neither Altitude nor Picard presently know, or that Altitude or
Picard currently believe are immaterial, that could also cause
actual results to differ from those contained in the
forward-looking statements. In addition, forward-looking statements
reflect Altitude’s and Picard’s expectations, plans, or forecasts
of future events and views as of the date of this press release.
Altitude and Picard anticipate that subsequent events and
developments will cause Altitude’s and Picard’s assessments to
change. However, while Altitude and Picard may elect to update
these forward-looking statements at some point in the future,
Altitude and Picard specifically disclaim any obligation to do so.
These forward-looking statements should not be relied upon as
representing Altitude’s and Picard’s assessments as of any date
subsequent to the date of this press release. Accordingly, undue
reliance should not be placed upon the forward-looking
statements.
No Offer or Solicitation
This press release is not a proxy statement or
solicitation of a proxy, consent or authorization with respect to
any securities or in respect of the proposed business combination
and shall not constitute an offer to sell or a solicitation of an
offer to buy any securities, nor shall there be any sale of
securities in any state or jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction. No offer of securities shall be made except by means
of a prospectus meeting the requirements of the Securities Act.
IR ContactCody Slach or Matthew
HauschGatewayALTU@gatewayir.com949-574-3860
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