"SAFESTITCH MEDICAL, INC.
4400 Biscayne Blvd.,
Miami, Florida 33137
INFORMATION STATEMENT PURSUANT TO SECTION 14(f)
OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, AND RULE 14f-1
NOTICE OF CHANGE IN MAJORITY OF THE BOARD OF DIRECTORS
August 19, 2013
CHANGE OF CONTROL
On August 13, 2013, the Company entered into an Agreement and Plan of Merger (the “Merger
Agreement”) with Tweety Acquisition Corp., a Delaware corporation and wholly owned subsidiary of the
Company (“Merger Sub”), and TransEnterix, Inc., a Delaware corporation (“TransEnterix”). Pursuant to the
Merger Agreement, Merger Sub will merge with and into TransEnterix with TransEnterix surviving the merger
as the Company’s wholly owned subsidiary (the “Merger”)", and so on and so forth.
"Accordingly, after consummation of the Merger, our Board will consist of Dennis J. Dougherty, Phillip
Frost, M.D., Jane H. Hsiao, Ph.D., MBA, Aftab R. Kherani, M.D., Paul A. LaViolette, David Milne, Richard
Pfenniger, Todd M. Pope and William N. Starling, Jr. Our executive officers will be: Todd M. Pope, President
and Chief Executive Officer; Richard M. Muller, Chief Operating Officer; James J. Martin, C.P.A., Chief
Financial Officer and Charles J. Filipi, Chief Medical Officer."
"The Board will consider candidates recommended by our stockholders pursuant to written applications
submitted to our Corporate Secretary, SafeStitch Medical, Inc., 4400 Biscayne Boulevard, Miami, Florida 33137."
I was not able to find any info that related to what would happen to current SFES shareholders in the 21 page document. Maybe I missed it in all the other verbiage.
This is just a change of control information document. Basically they are saying because our board will change we are required to notify you accordingly. Take a look at the 8-K, it has more info on the merger, but is a bit confusing.
Thanks. The 8-K spoke generally about the officers. The information statement gave some specifics that make sense. I guess Jeffrey G. Spragens, founder, will be set ok even though he won't be an officer in the new company.