Vicarious Surgical board seeks to dissolve company

The Vicarious Surgical board of directors wants to close the struggling surgical robotics developer as soon as next week. The board is asking shareholders to approve their plan to dissolve and liquidate the business at a special meeting scheduled for July 21, but said it can not predict how much (if anything) investors would recover or when.

The proposal needs a majority vote. Vicarious Surgical executives and directors control shares equal to 55% of total voting power.

In a securities filing , the board warned investors that, “based upon our current outstanding liabilities, it is unlikely you will receive any distribution.”

With shareholder approval, the board would select an assignee to liquidate the soft-tissue robotics developer’s assets to settle outstanding obligations.

“Since inception, we have experienced recurring operating losses and negative cash flows, and we expect to continue to generate operating losses and consume significant cash resources for the foreseeable future,” the company said in the filing, reporting nearly $3.7 million of cash, cash equivalents and short-term investments as of March 31.

“We do not expect our cash and cash equivalents to be sufficient to continue as a going concern for any significant period of time,” the company continued. “Although we are currently exploring various strategic alternatives, including strategic partners and financing opportunities, it is unlikely that these strategic alternatives will be successful in the next few weeks prior to our cash position getting to the point that we will need to pursue our winding down and dissolution. To date, we have been unable to secure additional equity, debt or other financing and have been unsuccessful in our efforts to attract a buyer for our business.”

Results of the vote may be announced the same day, and the board plans to immediately cease all business operations except for the wind-up and liquidation.

Surgical robotics expert Steve Bell flagged an auction of the company’s assets on LinkedIn today, saying “it looks like the end of the road for another interesting soft tissue robot.”

Three executives (who are also board directors) are set to receive severance payouts if they’re terminated without cause or resign for good reason.

CEO Stephen From would receive at least $500,000, co-founder and President Adam Sachs would receive at least $541,620, and Chief Technology Officer Sammy Khalifa would receive at least $318,600.

All three would also receive outstanding equity awards, partial payouts for their target bonuses, and payments equal to the cost of COBRA health care premiums for varying lengths of time.