[Hyperfine] Hyperfine Closes Business Combination with HealthCor Catalio Acquisition Corp and Limina
[Hyperfine]

Business
combination results in over $160 million in gross cash proceeds to Hyperfine
Funds
to catalyze commercial expansion of the world’s first FDA-cleared portable MRI
systemTM and additional organic growth initiatives
Hyperfine
to begin trading on Nasdaq under ticker “HYPR”
GUILFORD,
CT – December 22, 2021 — Hyperfine Inc., the groundbreaking medical
device company that created Swoop®, the world’s first FDA-cleared portable MRI
systemTM, today announced that it has completed its business combination with
HealthCor Catalio Acquisition Corp. (Nasdaq: HCAQ) (“HealthCor”), a special
purpose acquisition company sponsored by leading healthcare funds HealthCor
Management, L.P. and Catalio Capital Management, LP, and Liminal Sciences, Inc.
(“Liminal”), a medical device development company dedicated to non-invasive measurement
of key vital signs in the brain. Hyperfine will receive approximately $160
million in gross cash proceeds from the business combination and a concurrent
private placement and will use the funds to catalyze the company’s growth
initiatives, including commercial expansion of the Swoop® system.
Hyperfine’s
Class A common stock will begin trading on the Nasdaq Global Market (“Nasdaq”)
on December 23, 2021 under the symbol “HYPR”.
Hyperfine’s
Swoop® Portable MR Imaging SystemTM is designed to address the limitations of
current imaging technologies and make MRI for brain imaging accessible anytime,
anywhere, to any patient. Swoop wheels directly to the patient’s bedside, plugs
into a standard electrical wall outlet, and is controlled by an Apple iPad®.
Designed as a complementary system to traditional MRIs at a fraction of the
cost, images of the internal structure of the head are captured in minutes,
enabling critical decision-making capabilities across a variety of clinical
settings.
“Our
public market debut is an exciting and important milestone on our path to
pushing the boundaries of imaging technology and improving patient access to
timely, high-quality care in both the U.S. and international markets,” said
Dave Scott, president and CEO of Hyperfine. “Swoop’s technology and value
proposition are clear, but we have only just begun executing on our commercial
goals, and we are pleased by the positive response to Swoop from providers and
patients here in the U.S. and around the world. We are confident that our
commercial traction and more importantly, our impact, will continue ramping as
we expand to even more new sites and geographies.”
“The
best way to predict the future is to make it,” said Jonathan M. Rothberg, PhD,
Founder of Hyperfine. “Hyperfine is delivering the future of digital surgery
and transforming the care continuum through accessible and intelligent imaging
with the first FDA-cleared portable MRI system. Hyperfine’s technology gives
healthcare professionals better insight to improve clinical care from the
ambulance to the hospital and ultimately to the home. Complementing our core
U.S. commercialization ramp, our team is particularly motivated by our
opportunity to bring this transformational technology to emerging markets where
medical imaging is scarce and to bring equity to healthcare for people around
the world.”
“HealthCor
Catalio Acquisition Corp. was founded to fund a company with the ability to
drive strong growth while meaningfully and positively transforming the
healthcare landscape, and Hyperfine delivers on that ability,” said Art Cohen,
chief executive officer and co-founder of HealthCor Catalio and co-founder and
portfolio manager of HealthCor Management, L.P. “We see transformative
potential in the Swoop portable MRI technology, a tremendous opportunity in
brain sensing with Liminal, and a robust long-term pipeline underpinning a very
bright future of Hyperfine as a public company.”
Hyperfine
will continue to be led by Dave Scott as president and chief executive officer,
alongside his highly experienced executive team. Hyperfine’s board of directors
will include:
John
Dahldorf, Chief Financial Officer of Santa Cruz Nutritionals. He was previously
Chief Financial Officer of Acutus Medical, an arrhythmia care company that
develops distinct, innovative technologies to provide physicians and patients
with improved results. He has more than 20 years of experience leading
financing and accounting in the health and medical device spaces.
Ruth
Fattori, Senior Advisor at Boston Consulting Group. She brings more than 15
years of leadership experience in executive and human resource management for a
variety of industries and Fortune 500 companies. Ms. Fattori serves on the
board of directors of Quantum-Si, which created the world’s first
next-generation protein sequencing platform.
Scott
Huennekens, Executive Chairman of the Board of Hyperfine. He has played a key
role in more than 20 medtech start-up, growth, and public companies with market
valuations totaling over $20 billion, that cumulatively have delivered
therapeutics and diagnostics to more than 20 million patients. Mr. Huennekens
has been named Ernst & Young Entrepreneur of the Year in 2010 and was
recognized by Goldman Sachs in 2016, 2017, and 2018 as one of their 100 Most
Intriguing Entrepreneurs.
Jonathan
M. Rothberg, PhD, Founder of Hyperfine. He is a serial entrepreneur with more
than 20 years of experience who founded and invented massively parallel DNA
sequencing, semiconductor sequencing, and ultrasound-on-a-chip (Butterfly
Network). In 2016, he was awarded the National Medal of Technology and
Innovation for his “pioneering inventions and commercialization of
next-generation DNA sequencing technologies, making access to genomic
information easier, faster, and more cost-effective for researchers around the
world.”
Maria
Sainz, Former President and CEO of AEGEA Medical Inc., a women’s health
technology company acquired by CooperSurgical in 2021. She serves as a member
of the Board of Directors of ShockWave Medical, Inc., Avanos Medical, Inc., and
Atrion Corporation. Ms. Sainz brings more than 20 years of experience leading
large medical device companies and medtech start-ups.
Dave
Scott, CEO of Hyperfine. He has 25 years of experience building and leading
teams at start-ups and Fortune 500 companies working in digital surgery, the
digital health ecosystem, surgical robotics, medical imaging, and diagnostics.
He has been awarded numerous patents in x-ray imaging, medical endoscopy, and
laser surgery applications.
Daniel
J. Wolterman, CEO of Wolterman Consulting, LLC. He has more than 30 years of
experience in the healthcare industry, holding various leadership roles,
including serving as President and CEO of Memorial Hermann Health System, the
largest not-for-profit health system in the Houston region of Texas. He
currently serves on the board of directors of NuVasive, a Nasdaq-listed company
focused on developing medical devices and procedures for minimally invasive
spine surgery.
Advisors
J.P.
Morgan acted as exclusive financial advisor to Hyperfine and Liminal. Mintz,
Levin, Cohn, Ferris, Glovsky and Popeo, P.C. served as legal advisor to
Hyperfine and Liminal.
Jefferies
LLC acted as financial advisor to HealthCor. Jefferies LLC and Evercore Group
L.L.C. acted as capital markets advisors and co-lead placement agents to
HealthCor Catalio Acquisition Corp. in connection with the private placement.
Wells Fargo Securities also acted as capital markets advisor and placement
agent to HealthCor in connection with the private placement. Kirkland &
Ellis LLP served as legal advisors to HealthCor and Paul Hastings LLP served as
legal advisors to the private placement agents.
About
HealthCor Catalio Acquisition Corp.
Prior
to the business combination, HealthCor Catalio Acquisition Corp. (Nasdaq: HCAQ)
was a blank check company formed for the purpose of effecting a merger, share
exchange, asset acquisition, share purchase, reorganization or similar business
combination with one or more businesses or entities. HealthCor stated a focus
on the healthcare industry in the United States and other developed countries,
with particular interest in the life sciences and medical technology sectors.
About
Hyperfine
Hyperfine
was founded with a vision to save lives by making Magnetic Resonance Imaging
(MRI) more accessible and affordable. Hyperfine’s portable Swoop system is the
world’s first FDA-cleared bedside MRI system. Hyperfine was founded in 2014 by Jonathan
Rothberg, Ph.D., a serial entrepreneur and the founder or co-founder of
numerous other innovative companies, including CuraGen, 454 Life Sciences, Ion
Torrent, RainDance Technologies, ClariFI, Quantum-Si, AI Therapeutics,
Butterfly Network, 4Catalyzer, and 4Bionics. In 2015, Rothberg was awarded the
National Medal of Technology and Innovation by President Obama for inventing
and commercializing DNA sequencing. For more information visit
www.hyperfine.io.
About
Liminal Sciences, Inc.
Liminal
Sciences is committed to building a device to non-invasively measure key vital
signs in the brain, in order to enable unprecedented access to dramatically
improve patient outcomes. Liminal was founded in 2018 by Dr. Jonathan Rothberg.
For more information, visit: https://www.liminalsciences.com/.
Forward-Looking
Statements
This
press release includes “forward-looking statements” within the meaning of the
“safe harbor” provisions of the Private Securities Litigation Reform Act of
1995. Hyperfine’s actual results may differ from its expectations, estimates
and projections and consequently, you should not rely on these forward-looking
statements as predictions of future events. Words such as “expect,” “estimate,”
“project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,”
“could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar
expressions (or the negative versions of such words or expressions) are
intended to identify such forward-looking statements. These forward-looking
statements include, without limitation, the combined company’s expectations
with respect to financial results, future performance, development and
commercialization of products and services, the potential benefits and impact
of combined company’s products and services, potential regulatory approvals,
anticipated financial impacts and other effects of the business combination on
the combined company’s business, and the size and potential growth of current
or future markets for the combined company’s products and services. These
forward-looking statements involve significant risks and uncertainties that
could cause the actual results to differ materially from the expected results.
Most of these factors are outside of the combined company’s control and are
difficult to predict. Factors that may cause such differences include, but are
not limited to: the success, cost and timing of the combined company’s product
development and commercialization activities, including the degree that Swoop
is accepted and used by healthcare professionals; the impact of COVID-19 on the
combined company’s business; the inability to maintain the listing of the
combined company’s Class A common stock on the Nasdaq following the business
combination; the inability to recognize the anticipated benefits of the
business combination, which may be affected by, among other things, competition
and the ability of the combined company to grow and manage growth profitably
and retain its key employees; changes in applicable laws or regulations; the
inability of the combined company to raise financing in the future; the
inability of the combined company to obtain and maintain regulatory clearance
or approval for its products, and any related restrictions and limitations of
any cleared or approved product; the inability of the combined company to
identify, in-license or acquire additional technology; the inability of the
combined company to maintain its existing or future license, manufacturing,
supply and distribution agreements; the inability of the combined company to
compete with other companies currently marketing or engaged in the development
of products and services that the combined company is currently marketing or
developing; the size and growth potential of the markets for the combined
company’s products and services, and its ability to serve those markets, either
alone or in partnership with others; the pricing of the combined company’s
products and services and reimbursement for medical procedures conducted using
the combined company’s products and services; the combined company’s estimates
regarding expenses, future revenue, capital requirements and needs for
additional financing; the combined company’s financial performance; and other
risks and uncertainties indicated from time to time in the proxy
statement/prospectus relating to the business combination, including those
under “Risk Factors” therein, and in the combined company’s other filings with
the Securities and Exchange Commission. The combined company cautions readers
that the foregoing list of factors is not exclusive and cautions readers not to
place undue reliance upon any forward-looking statements, which speak only as
of the date made. The combined company does not undertake or accept any
obligation or undertaking to release publicly any updates or revisions to any
forward-looking statements to reflect any change in its expectations or any
change in events, conditions or circumstances on which any such statement is
based.
Media
Contact
Emily
Barnes
APCO
Worldwide
ebarnes@apcoworldwide.com
Investor
Contact
Marissa
Bych
Gilmartin
Group LLC
investors@hyperfine.io