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As filed with the Securities and Exchange Commission on August 30, 2021.

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Registration No. 333-          

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

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Washington, D.C. 20549

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FORM S-4

REGISTRATION STATEMENT

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UNDER

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THE SECURITIES ACT OF 1933

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HealthCor Catalio Acquisition Corp.*

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(Exact name of registrant as specified in its charter)

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55 Hudson Yards, 28th Floor

New York, NY 10001

(212) 622-7800

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(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

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Arthur Cohen

55 Hudson Yards,28th Floor

New York, NY 10001

(212) 622-7800

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(Name, address, including zip code, and telephone number, including area code, of agent for service)

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Copies of all communications, including communications sent to agent for service, should be sent to:

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Approximate date of commencement of proposed sale to the public: As soon as practicable after this Registration Statement becomes effective and all other conditions to the transactions contemplated by the Business Combination Agreement described in the included proxy statement/prospectus have been satisfied or waived.

If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. ☐

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Securities Exchange Act of 1934 (“Exchange Act”).

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

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If applicable, place an X in the box to designate the appropriate rule provision relied upon in conducting this transaction:

Exchange Act Rule 13e-4(i) (Cross-Border Issuer Tender Offer) ☐

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Exchange Act Rule 14d-1(d) (Cross-Border Third-Party Tender Offer) ☐

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CALCULATION OF REGISTRATION FEE

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The registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act or until this Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

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PRELIMINARY — SUBJECT TO COMPLETION, DATED AUGUST 30, 2021

PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS OF HEALTHCOR CATALIO ACQUISITION CORP.

PROSPECTUS FOR

33,310,718 SHARES OF CLASS A COMMON STOCK AND

15,236,323 SHARES OF CLASS B COMMON STOCK OF

HEALTHCOR CATALIO ACQUISITION CORP.

(AFTER ITS DOMESTICATION AS A CORPORATION INCORPORATED IN THE STATE OF DELAWARE IN CONNECTION WITH THE DOMESTICATION)

The board of directors of HealthCor Catalio Acquisition Corp., a blank check company incorporated as a Cayman Islands exempted company with limited liability (“HealthCor,” “we,” “us” or “our”), has unanimously approved (i) the Domestication of HealthCor as a Delaware corporation (the “Domestication”) and (ii) the Business Combination Agreement, dated as of July 7, 2021 (as the same has been or may be amended, modified, supplemented or waived from time to time, the “Business Combination Agreement”), by and among HealthCor, Optimus Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of HealthCor (“Merger Sub I”), Optimus Merger Sub II, Inc., a Delaware corporation and wholly owned subsidiary of HealthCor (“Merger Sub II”), Hyperfine, Inc., a Delaware corporation (“Hyperfine”), and Liminal Sciences, Inc., a Delaware corporation (“Liminal”), pursuant to which Merger Sub I will merge with and into Hyperfine (the “Hyperfine Merger”), with Hyperfine surviving the Hyperfine Merger as a wholly owned subsidiary of HealthCor, and Merger Sub II will merge with and into Liminal (the “Liminal Merger” and, together with the Hyperfine Merger, the “Mergers”), with Liminal surviving the Liminal Merger as a wholly owned subsidiary of HealthCor. A copy of the Business Combination Agreement is attached to this proxy statement/prospectus as Annex A. We refer to the transactions contemplated by the Business Combination Agreement, including the Domestication and the Mergers, as the “Business Combination.” In connection with the closing of the Business Combination, HealthCor will be renamed “Hyperfine, Inc.” and is referred to herein as “New Hyperfine.”

As described in this proxy statement/prospectus, HealthCor’s shareholders are being asked to consider and vote upon, among other things, the Business Combination, the Domestication and the other proposals set forth herein. Shareholders are advised that although Hyperfine and Liminal, the two entities HealthCor is proposing to acquire, are under common control, they currently operate separately and have no prior history operating as a combined entity.

As a consequence of the Domestication, and in accordance with the terms of the Business Combination Agreement, each Class A ordinary share of HealthCor that is issued and outstanding as of immediately prior to the Domestication will be converted, on a one-for-one basis, into a share of New Hyperfine Class A common stock, and each Class B ordinary share of HealthCor that is issued and outstanding as of immediately prior to the Domestication will be converted, on a one-for-one basis, into a share of New Hyperfine Class B common stock, and immediately prior to the effective time of the Mergers (the “Effective Time”), each such share of New Hyperfine Class B common stock will be converted, on a one-for-one basis, into a share of New Hyperfine Class A common stock (the “Conversion”).

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As a consequence of the Mergers, at the Effective Time, and as further described in the proxy statement/prospectus, (i) each outstanding share of Hyperfine and Liminal capital stock (other than the Hyperfine Series A preferred stock, Liminal Series A-1 preferred stock and any shares of Hyperfine or Liminal capital stock held prior to the Effective Time as treasury stock) will be automatically cancelled and converted into the right to receive the same number of shares of New Hyperfine Class A common stock multiplied by the Hyperfine Exchange Ratio or Liminal Exchange Ratio, as applicable, rounded down to the nearest whole number of shares, and (ii) each outstanding share of Hyperfine Series A preferred stock and Liminal Series A-1 preferred stock (other than any shares of such preferred stock held prior to the Effective Time as treasury stock) will be automatically cancelled and converted into the right to receive the same number of shares of New Hyperfine Class B common stock multiplied by the Hyperfine Exchange Ratio or Liminal Exchange Ratio, as applicable, rounded down to the nearest whole number of shares. Also at the Effective Time (i) each option to purchase shares of Hyperfine or Liminal common stock, whether vested or unvested, that is outstanding and unexercised immediately prior to the Effective Time will be assumed by New Hyperfine and will become an option (vested or unvested, as applicable) to purchase a number of shares of New Hyperfine Class A common stock equal to the number of shares of Hyperfine or Liminal common stock subject to such option immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share, at an exercise price per share equal to the exercise price per share of such option immediately prior to the Effective Time divided by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded up to the nearest whole cent; and (ii) each Hyperfine or Liminal restricted stock unit outstanding immediately prior to the Effective Time will be assumed by New Hyperfine and will become a restricted stock unit with respect to a number of shares of New Hyperfine Class A common stock equal to the number of shares of Hyperfine or Liminal common stock subject to such restricted stock unit immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share. The “Hyperfine Exchange Ratio” and the “Liminal Exchange Ratio” each have the meanings described in the accompanying proxy statement/prospectus and in the Business Combination Agreement.

In addition, HealthCor will file the certificate of incorporation proposed to be adopted by HealthCor pursuant to the proposals set forth herein (the “Proposed Charter”) with the Secretary of State of the State of Delaware, to be effective immediately after the Domestication and prior to the Effective Time. As a result, New Hyperfine will adopt a dual class structure, comprised of New Hyperfine Class A common stock, carrying one (1) vote per share, and New Hyperfine Class B common stock, which, following the Conversion, will carry twenty (20) votes per share but otherwise will have the same economic terms as the New Hyperfine Class A common stock. The New Hyperfine Class B common stock will be subject to a “sunset” provision if Dr. Jonathan M. Rothberg, the founder and a director of Hyperfine and Liminal (“Dr. Rothberg”), and other permitted holders of New Hyperfine Class B common stock collectively cease to beneficially own at least twenty percent (20%) of the number of shares of New Hyperfine Class B common stock (as adjusted in respect of any reclassification, stock dividend, subdivision, combination or recapitalization) collectively held by Dr. Rothberg and any permitted transferees as of the Effective Time.

Pursuant to HealthCor’s Current Articles, holders of the Class A ordinary shares of HealthCor issued in HealthCor’s initial public offering (the “Public Shareholders”), will have the opportunity if the Business Combination is consummated, subject to the limitations described in the proxy statement/prospectus, to redeem such Class A ordinary shares for cash equal to their pro rata share of the aggregate amount on deposit in HealthCor’s trust account (as of two days prior to the consummation of the Business Combination). Public Shareholders may elect to redeem their shares even if they vote in favor of the Business Combination. See “The Extraordinary General Meeting—Redemption Rights” in the proxy statement/prospectus for a detailed description of the procedures to be followed if you wish to redeem your public shares for cash.

Concurrently with the execution of the Business Combination Agreement, HealthCor entered into subscription agreements (the “Subscription Agreements”) with certain institutional and accredited investors (the “PIPE Investors”), pursuant to which the PIPE Investors have agreed to purchase, immediately prior to the Closing, an aggregate of 12,610,000 shares of Class A common stock at a purchase price of $10.00 per share (the “PIPE Investment”), for aggregate gross proceeds of $126.1 million.

The total maximum number of shares of Class A common stock expected to be outstanding immediately following the Closing is approximately 72,409,718, assuming no redemptions, comprising (i) 29,824,643 shares of Class A common stock issued to Hyperfine stockholders (other than certain holders of Hyperfine Series A preferred stock); (ii) 3,486,075 shares of Class A common stock issued to Liminal stockholders (other than certain holders of Liminal Series A-1 preferred stock); (iii) 12,610,000 shares of Class A common stock issued in connection with the Closing to the PIPE Investors pursuant to the PIPE Investment; (iv) 5,789,000 shares of Class A common stock, including 5,175,000 shares of Class A common stock issued immediately prior to the Effective Time to the initial stockholders upon conversion of the 5,175,000 shares of Class B common stock outstanding immediately prior to the Effective Time (following the issuance of the 5,175,000 shares of Class B common stock upon the Conversion of the 5,175,000 Class B ordinary shares held by the initial stockholders) and 614,000 shares of Class A common stock issued to HC Sponsor LLC (the “Sponsor”); and (v) 20,700,000 shares of Class A common stock issued to Public Stockholders holding 20,700,000 Class A ordinary shares outstanding immediately prior to the Domestication, in each case based on an assumed Hyperfine Exchange Ratio of 0.3326, an assumed Liminal Exchange Ratio of 0.1810, an assumed Closing Date of October 1, 2021 and 138,376,227 Hyperfine Outstanding Shares and 58,469,750 Liminal Outstanding Shares as of August 15, 2021. The total number of shares of New Hyperfine Class B

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common stock expected to be outstanding immediately following the Closing is approximately 15,236,323, based on these assumptions.

Assuming no redemptions, HealthCor Public Shareholders are expected to hold, in the aggregate, approximately 23.6% of the issued and outstanding shares of New Hyperfine common stock and approximately 5.5% of the combined voting power of New Hyperfine immediately following the Closing. Holders of shares of Hyperfine capital stock are expected to hold, in the aggregate, approximately 43.5% of the issued and outstanding shares of New Hyperfine common stock and approximately 52.0% of the combined voting power of New Hyperfine immediately following the Closing, and holders of shares of Liminal capital stock are expected to hold, in the aggregate, approximately 11.9% of the issued and outstanding shares of New Hyperfine common stock and approximately 37.6% of the combined voting power of New Hyperfine immediately following the Closing, in each case assuming no redemptions. Dr. Rothberg is expected to hold approximately 81.1% of the combined voting power of New Hyperfine assuming no redemptions. Accordingly, immediately following the Closing, Dr. Rothberg and his permitted transferees will control New Hyperfine and New Hyperfine will be a controlled company within the meaning of the corporate governance standards of the Nasdaq Stock Market (“Nasdaq”). For a description of the exemptions from Nasdaq’s corporate governance standards that are available to controlled companies, please see the section titled “Management Following the Business Combination—Controlled Company Exemption.” HealthCor’s public shares are currently listed on the Nasdaq under the symbol “HCAQ.” HealthCor has filed an initial listing application for the New Hyperfine Class A common stock with Nasdaq and believes that New Hyperfine will satisfy all criteria for initial listing upon completion of the Business Combination. If the application is approved, following the completion of the Business Combination, it is expected that the New Hyperfine Class A common stock will trade on Nasdaq under the proposed symbol “HYPR.”

HealthCor will hold an extraordinary general meeting of shareholders (the “Special Meeting”) to consider matters relating to the Business Combination. HealthCor cannot complete the Business Combination unless HealthCor’s shareholders approve the Business Combination Agreement and the transactions contemplated thereby. HealthCor is sending you this proxy statement/prospectus to ask you to vote in favor of these and the other matters described in this proxy statement/prospectus.

In connection with our initial public offering, the Sponsor, our initial shareholders and our officers and directors at the time of our initial public offering entered into a letter agreement (the “IPO Letter Agreement”) to vote their founder shares, as well as any Public Shares held by them, in favor of all of the Shareholder Proposals, which have all been recommended by the board of directors of HealthCor in connection with the Business Combination. In addition, concurrently with the execution of the Business Combination Agreement, the Sponsor, our initial shareholders, HealthCor, Hyperfine and Liminal entered into a sponsor letter agreement, dated as of July 7, 2021 (the “Sponsor Letter Agreement”). Pursuant to the Sponsor Letter Agreement, the Sponsor and our initial shareholders have agreed with HealthCor, Hyperfine and Liminal to vote all of their Class A ordinary shares and Class B ordinary shares in favor of the Shareholder Proposals. As of the date hereof, the Sponsor and our initial shareholders own approximately 21.9% of our total outstanding ordinary shares. Accordingly, if all of our outstanding ordinary shares were to be voted, we would only need the additional affirmative vote of shares representing approximately 28.1% of the outstanding shares in order to approve the Business Combination.

Unless adjourned, the Special Meeting of the shareholders of HealthCor will be held at           a.m., Eastern time, on              , 2021.

This proxy statement/prospectus provides you with detailed information about the Business Combination and other matters to be considered at the Special Meeting. We urge you to carefully read this entire document and the documents incorporated herein by reference. You should also carefully consider the risk factors described in “Risk Factors” beginning on page 42 of this proxy statement/prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the transactions described in this proxy statement/prospectus, passed upon the fairness of the Business Combination Agreement or the transactions contemplated thereby, or passed upon the adequacy or accuracy of this proxy statement/prospectus. Any representation to the contrary is a criminal offense.

This proxy statement/prospectus is dated                , 2021, and is first being mailed to HealthCor’s shareholders on or about            , 2021.

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HEALTHCOR CATALIO ACQUISITION CORP.

55 Hudson Yards, 28th Floor

New York, New York 10001

NOTICE OF EXTRAORDINARY GENERAL MEETING

TO BE HELD ON          , 2021

TO THE SHAREHOLDERS OF HEALTHCOR CATALIO ACQUISITION CORP.:

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “Special Meeting”) of HealthCor Catalio Acquisition Corp., a Cayman Islands exempted company with limited liability (“HealthCor,” “we,” “us” or “our”), will be held at        a.m., Eastern time, on, 2021. For the purposes of HealthCor’s Amended and Restated Memorandum and Articles of Association (the “Current Articles”), the physical place of the meeting will be. In light of the coronavirus pandemic and to support the well-being of HealthCor’s shareholders, directors and officers, HealthCor encourages you to use remote methods of attending the Special Meeting or to attend via proxy. You may attend the Special Meeting and vote your shares electronically during the Special Meeting via live webcast by visiting         . You will need the meeting control number that is printed on your proxy card to enter the Special Meeting. You may also attend the meeting telephonically by dialing. You are cordially invited to attend the Special Meeting, which will be held for the following purposes:

Proposal No. 1 — The Business Combination Proposal — to consider and vote upon a proposal to approve by ordinary resolution under Cayman Islands law the Business Combination Agreement, dated as of July 7, 2021 (as the same has been or may be amended, modified, supplemented or waived from time to time, the “Business Combination Agreement”), by and among HealthCor, Optimus Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of HealthCor (“Merger Sub I”), Optimus Merger Sub II, Inc., a Delaware corporation and wholly owned subsidiary of HealthCor (“Merger Sub II”), Hyperfine,  Inc., a Delaware corporation (“Hyperfine”), and Liminal Sciences, Inc., a Delaware corporation (“Liminal”), pursuant to which Merger Sub I will merge with and into Hyperfine (the “Hyperfine Merger”), with Hyperfine surviving the Hyperfine Merger as a wholly owned subsidiary of HealthCor, and Merger Sub II will merge with and into Liminal (the “Liminal Merger” and, together with the Hyperfine Merger, the “Mergers”), with Liminal surviving the Liminal Merger as a wholly owned subsidiary of HealthCor (the “Business Combination Proposal”);

Proposal No. 2 — The Domestication Proposal — to consider and vote upon a proposal to approve by special resolution under Cayman Islands law, assuming the Business Combination Proposal is approved and adopted, the change of HealthCor’s jurisdiction of incorporation from the Cayman Islands to the State of Delaware (the “Domestication”) by deregistering as an exempted company in the Cayman Islands and continuing and domesticating as a corporation incorporated under the laws of the State of Delaware (HealthCor following the Domestication, “New Hyperfine” and such proposal, the “Domestication Proposal”);

Proposal No. 3 — The Organizational Documents Proposal — to consider and vote upon a proposal to approve by special resolution under Cayman Islands law, assuming the Business Combination Proposal and the Domestication Proposal are approved and adopted, the amendment and restatement of the Current Articles by their deletion and replacement with the proposed new certificate of incorporation (the “Proposed Charter”) and bylaws (the “Proposed Bylaws” and, together with the Proposed Charter, the “Proposed Organizational Documents”) of New Hyperfine, which, if approved, would take effect immediately after the Domestication (the “Organizational Documents Proposal”);

Proposal No. 4 — The Advisory Charter Proposals — to consider and vote upon proposals to approve, on a non-binding advisory basis, certain governance provisions in the Proposed Charter, which are being presented separately in accordance with United States Securities and Exchange Commission (the “SEC”) guidance to give shareholders the opportunity to present their separate views on important corporate governance provisions, as the following nine sub-proposals (such proposals, collectively, the “Advisory Charter Proposals”):

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Proposal No. 5 — The Stock Issuance Proposal — to consider and vote upon a proposal to approve by ordinary resolution under Cayman Islands law, assuming the Business Combination Proposal, the Domestication Proposal and the Organizational Documents Proposal are approved and adopted, for the purposes of complying with the applicable listing rules of The Nasdaq Stock Market (“Nasdaq”), the issuance of (i) an aggregate of 29,824,643 shares of Class A common stock to stockholders of Hyperfine pursuant to the terms of the Business Combination Agreement, (ii) an aggregate of 3,486,075 shares of Class A common stock to stockholders of Liminal pursuant to the terms of the Business Combination Agreement, (iii) up to 10,000,000 shares of Class A common stock as earn-out consideration under the Business Combination Agreement (the “Earn-Out Shares”), (iv) an aggregate of 15,236,323 shares of Class B common stock (and up to 15,236,323 shares of Class A common stock issuable upon the conversion of the Class B common stock) to be issued to certain stockholders of Hyperfine and Liminal, (v) an aggregate of 21,314,000 shares of Class A common stock and 5,175,000 shares of Class B common stock to be issued in the Domestication (and 5,175,000 shares of Class A common stock to be issued upon the Conversion of such Class B common stock), and (vi) an aggregate of 12,610,000 shares of Class A common stock to certain institutional investors and accredited investors (collectively, the “PIPE Investors”) pursuant to subscription agreements (the “Subscription Agreements”) immediately prior to the closing of the Business Combination (the “Closing” and such proposal, the “Stock Issuance Proposal”);

Proposal No. 6 — The Director Election Proposal — to consider and vote upon a proposal to approve by ordinary resolution under Cayman Islands law, assuming the Business Combination Proposal, the Domestication Proposal, the Organizational Documents Proposal and the Stock Issuance Proposal are approved and adopted, the appointment of seven directors who, effective immediately after the Effective Time, will become the directors of New Hyperfine until their respective successors are duly elected and qualified pursuant to the terms of the Proposed Charter (the “Director Election Proposal”). Under the Current Articles, prior to the consummation of a business combination, only holders of the Class B ordinary shares are entitled to vote on the Director Election Proposal;

Proposal No. 7 — The Incentive Plan Proposal — to consider and vote upon a proposal to approve by ordinary resolution under Cayman Islands law, assuming the Business Combination Proposal, the Domestication Proposal, the Organizational Documents Proposal, the Stock Issuance Proposal and the Director Election Proposal are approved and adopted, the Hyperfine, Inc. 2021 Equity Incentive Plan (the “Incentive Plan Proposal”); and

Proposal No. 8 — The Adjournment Proposal — to consider and vote upon a proposal to approve by ordinary resolution under Cayman Islands law the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, any of the Business Combination Proposal, the Domestication Proposal, the Organizational Documents Proposal, the Stock Issuance Proposal or the Incentive Plan Proposal (collectively, the “Condition Precedent Proposals”) would not be duly approved and adopted by our shareholders or we determine that one or more of the closing conditions under the Business Combination Agreement is not satisfied or waived (the “Adjournment Proposal” and collectively, with the Director Election Proposal, the Advisory Charter Proposals, the Adjournment Proposal, and the Condition Precedent Proposals, the “Shareholder Proposals”).

Only holders of record of HealthCor’s Class A ordinary shares and Class B ordinary shares at the close of business on      , 2021 are entitled to notice of and to vote and have their votes counted at the Special Meeting and any adjournment of the Special Meeting.

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The resolutions to be voted upon in person or by proxy at the Special Meeting relating to the above proposals are set forth in the proxy statement/prospectus sections entitled “Proposal No. 1 — The Business Combination Proposal,” “Proposal No. 2 — The Domestication Proposal,” “Proposal No. 3 — The Organizational Documents Proposal,” “Proposal No. 4 — The Advisory Charter Proposals,” “Proposal No. 5 — The Stock Issuance Proposal,” “Proposal No. 6 — The Director Election Proposal,” “Proposal No. 7 — The Incentive Plan Proposal” and “Proposal No. 8 — The Adjournment Proposal,” respectively.

We will provide you with the proxy statement/prospectus and a proxy card in connection with the solicitation of proxies to be voted at the Special Meeting and at any adjournment of the Special Meeting. Whether or not you plan to attend the Special Meeting, we urge you to read when available the proxy statement/ prospectus (and any documents incorporated into the proxy statement/prospectus by reference) carefully. Please pay particular attention to the section titled “Risk Factors.”

After careful consideration, HealthCor’s board of directors has determined that each of the Business Combination Proposal, the Domestication Proposal, the Organizational Documents Proposal, the Advisory Charter Proposals, the Stock Issuance Proposal, the Director Election Proposal, the Incentive Plan Proposal and the Adjournment Proposal are in the best interests of HealthCor and its shareholders and unanimously recommends that you vote or give instruction to vote “FOR” each of those proposals.

The existence of financial and personal interests of HealthCor’s directors may result in a conflict of interest on the part of one or more of the directors between what he or she may believe is in the best interests of HealthCor and its shareholders and what he or she may believe is best for himself or herself in determining to recommend that shareholders vote for the proposals. See the section titled “Proposal No. 1 — The Business Combination Proposal — Interests of HealthCor Directors and Officers in the Business Combination” in the proxy statement/prospectus for a further discussion.

Under the Business Combination Agreement, the approval of each of the Condition Precedent Proposals is a condition to the consummation of the Business Combination. The adoption of each Condition Precedent Proposal is conditioned on the approval of all of the Condition Precedent Proposals. The Advisory Charter Proposals and the Adjournment Proposal are not conditioned on the approval of any other proposal. If our shareholders do not approve each of the Condition Precedent Proposals, the Business Combination may not be consummated.

In connection with our initial public offering, on January 26, 2021, our sponsor, HC Sponsor LLC, a Delaware limited liability company (the “Sponsor”), our initial shareholders and our officers and directors at the time of our initial public offering entered into a letter agreement pursuant to which they agreed, among other things, to vote their Class B ordinary shares purchased prior to our initial public offering (“founder shares”), as well as any Class A ordinary shares sold by us in our initial public offering (the “Public Shares”) held by them, in favor of HealthCor’s initial business combination (including any proposals recommended by our board of directors in connection with such business combination). Accordingly, we expect them to vote their shares in favor of all proposals being presented at the Special Meeting. In addition, concurrently with the execution of the Business Combination Agreement, the Sponsor, our initial shareholders, HealthCor, Hyperfine and Liminal entered into a sponsor letter agreement, dated as of July 7, 2021 (the “Sponsor Letter Agreement”). Pursuant to the Sponsor Letter Agreement, the Sponsor and our initial shareholders have agreed with HealthCor, Hyperfine and Liminal to vote all of their Class A ordinary shares and Class B ordinary shares in favor of the Shareholder Proposals. As of the date hereof, the Sponsor and our initial shareholders own approximately 21.9% of our total outstanding ordinary shares. Accordingly, if all of our outstanding ordinary shares were to be voted, we would only need the additional affirmative vote of shares representing approximately 28.1% of the outstanding shares in order to approve the Business Combination.

Pursuant to HealthCor’s Current Articles, a holder of Public Shares (a “Public Shareholder”) who is not the Sponsor, an initial stockholder, or a director or officer of HealthCor may request that HealthCor redeem all or a portion of its Public Shares (which would become shares of Class A common stock in the Domestication) for cash if the Business Combination is consummated. For the purposes of Article 49 of the Current Articles and the Cayman Islands Companies Act, the exercise of redemption rights shall be treated as an election to have such Public Shares repurchased for cash and references in the proxy statement/ prospectus relating to the Business Combination shall be interpreted accordingly. You will be entitled to receive cash for any Public Shares to be redeemed only if you:

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Public Shareholders may elect to redeem all or a portion of their Public Shares even if they vote for the Business Combination Proposal. If the Business Combination is not consummated, the Public Shares will not be redeemed for cash. If a Public Shareholder properly exercises its right to redeem its Public Shares and timely delivers its shares to the transfer agent, we will redeem each Public Share for a per-share price, payable in cash, equal to the aggregate amount then on deposit in the trust account established in connection with our initial public offering (the “Trust Account”), calculated as of two business days prior to the consummation of the Business Combination, including interest earned on the funds held in the Trust Account and not previously released to HealthCor to pay its taxes, if any, divided by the number of then issued Public Shares. For illustrative purposes, as of       , 2021, this would have amounted to approximately $       per Public Share. If a Public Shareholder exercises its redemption rights, then it will be exchanging its redeemed Public Shares for cash and will no longer own such shares. See “The Extraordinary General Meeting — Redemption Rights” in the proxy statement/prospectus for a detailed description of the procedures to be followed if you wish to redeem your Public Shares for cash.

Notwithstanding the foregoing, a Public Shareholder, together with any affiliate of such Public Shareholder or any other person with whom such Public Shareholder is acting in concert or as a “group” (as defined in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its Public Shares with respect to more than an aggregate of 15% of the Public Shares. Accordingly, if a Public Shareholder, alone or acting in concert or as a group, seeks to redeem more than 15% of the Public Shares, then any such shares in excess of that 15% limit would not be redeemed for cash.

As a consequence of adopting the Proposed Charter upon approval of the Organizational Documents Proposal, we will adopt a dual class stock structure, comprised of Class A common stock, which will carry one vote per share, and Class B common stock, which, following the Conversion, will carry 20 votes per share.

The Class B common stock of New Hyperfine will have the same economic terms as the Class A common stock of New Hyperfine.

Upon the Closing, all stockholders of New Hyperfine will hold only shares of New Hyperfine Class A common stock, except for Dr. Rothberg and his affiliates and permitted transferees, who will hold shares of New Hyperfine Class B common stock. Immediately following the Closing, including by virtue of his holdings of New Hyperfine Class B common stock, Dr. Rothberg and his affiliates and permitted transferees are currently expected to hold in excess of approximately 81.1% of the voting power of the issued and outstanding capital stock of New Hyperfine, assuming no redemptions. The Class B common stock will be subject to a “sunset” provision if Dr. Rothberg and other permitted holders of Class B common stock collectively cease to beneficially own at least twenty percent (20%) of the number of shares of Class B common stock (as such number of shares is equitably adjusted in respect of any reclassification, stock dividend, subdivision, combination or recapitalization of the Class B common stock) collectively held by Dr. Rothberg and permitted transferees of Class B common stock as of the Effective Time. See “Description of New Hyperfine’s Capital Stock — New Hyperfine Common Stock — New Hyperfine Class B Common Stock — Mandatory Conversion.”

As a consequence of the Mergers, at the Effective Time, and as further described in the proxy statement/ prospectus, (i) each share of Hyperfine capital stock (other than the Hyperfine Series A preferred stock and any shares of Hyperfine capital stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class A common stock equal to the Hyperfine Exchange Ratio, rounded down to the nearest whole number of shares; (ii) each share of Hyperfine Series A preferred stock (other than any shares of Hyperfine Series A preferred stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class B common stock equal to the Hyperfine Exchange Ratio, rounded down to the nearest whole number of shares; (iii) each share of Liminal capital stock (other than the Liminal Series A-1 preferred stock and any shares of Liminal capital stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class A common stock equal to the Liminal Exchange Ratio, rounded down to the nearest whole number of shares; (iv) each share of Liminal Series A-1 preferred stock (other than any shares of Liminal Series A-1 preferred stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class B common stock equal to the Liminal Exchange Ratio, rounded down to the nearest whole number of shares; (v) each option to purchase shares of Hyperfine common stock and each option to purchase shares of Liminal common stock, whether vested or unvested, that is outstanding and unexercised immediately prior to the Effective Time will be assumed by New Hyperfine and will become an option (vested or unvested, as applicable) to purchase a number of shares of New Hyperfine Class A common stock equal to the number of shares of Hyperfine common stock or Liminal common stock subject to such

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option immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share, at an exercise price per share equal to the exercise price per share of such option immediately prior to the Effective Time divided by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded up to the nearest whole cent; and (vi) each Hyperfine restricted stock unit and each Liminal restricted stock unit outstanding immediately prior to the Effective Time will be assumed by New Hyperfine and will become a restricted stock unit with respect to a number of shares of New Hyperfine Class A common stock equal to the number of shares of Hyperfine common stock or Liminal common stock subject to such Hyperfine restricted stock unit or Liminal restricted stock unit immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share. The “Hyperfine Exchange Ratio” and the “Liminal Exchange Ratio” each have the meanings described in the proxy statement/prospectus and in the Business Combination Agreement.

In addition to the consideration described above, New Hyperfine will issue to the holders of Hyperfine Outstanding Shares and Liminal Outstanding Shares as of immediately prior to the Effective Time, in accordance with their pro rata share, the Earn-Out Shares, if at any time during the period between the Closing Date and the third anniversary of the Closing Date (the “Earn-Out Period”), (i) the last share price of the Class A common stock is greater than or equal to $15.00 for any 20 trading days within any 30 consecutive trading day period, or (ii) there is a transaction that will result in shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value greater than or equal to $15.00. During the Earn-Out Period, if there is a transaction (other than for stock splits, stock dividends, special cash dividends, reorganizations, recapitalizations or similar transactions affecting the Class A common stock) that will result in the shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value less than $15.00, then the right to receive Earn-Out Shares will terminate.

The Closing is subject to certain conditions, including, among other things: (i) the approval of the Business Combination Proposal and the other Condition Precedent Proposals by HealthCor’s shareholders; (ii) the expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended; (iii) the approval of the stockholders of each of Hyperfine and Liminal; (iv) after giving effect to the Business Combination and the other transactions contemplated by the Business Combination Agreement (including the PIPE Investment), HealthCor having at least $5,000,001 of net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Exchange Act) immediately after the Effective Time; (v) the Aggregate Transaction Proceeds (as defined in the proxy statement/ prospectus) being equal to or greater than $125,000,000; (vi) covenant and representation and warranty bring down conditions; (vii) the absence of a material adverse effect on Hyperfine and Liminal; and (viii) the approval by the Nasdaq of the listing of the Class A common stock on the Nasdaq. To the extent permitted by law, the conditions in the Business Combination Agreement may be waived by the parties thereto.

In connection with entering into the Business Combination Agreement, HealthCor entered into subscription agreements (as amended from time to time, the “Subscription Agreements”), each dated as of July 7, 2021, with certain institutional and other accredited investors (the “PIPE Investors”), pursuant to which, among other things, the PIPE Investors agreed to purchase an aggregate of 12,610,000 shares of Class A common stock immediately prior to the Closing at a cash purchase price of $10.00 per share (the “PIPE Investment”). The Subscription Agreements contain customary representations, warranties, covenants and agreements of HealthCor and the PIPE Investors and are subject to customary closing conditions (including, among other things, that there is no amendment, waiver or modification to the Business Combination Agreement that would materially and adversely affect the business of Hyperfine and Liminal) and termination rights (including a termination right if the transaction contemplated by the Subscription Agreement has not been consummated by January 6, 2022, other than as a result of breach by the terminating party).

The total maximum number of shares of Class A common stock expected to be outstanding immediately following the Closing is approximately 72,409,718, assuming no redemptions, comprising (i) 29,824,643 shares of Class A common stock issued to Hyperfine stockholders (other than certain holders of Hyperfine Series A preferred stock); (ii) 3,486,075 shares of Class A common stock issued to Liminal stockholders (other than certain holders of Liminal Series A-1 preferred stock); (iii) 12,610,000 shares of Class A common stock issued in connection with the Closing to the PIPE Investors pursuant to the PIPE Investment; (iv) 5,789,000 shares of Class A common stock, including 5,175,000 shares of Class A common stock issued immediately prior to the Effective Time to the initial stockholders upon conversion of the 5,175,000 shares of Class B common stock outstanding immediately prior to the Effective Time following the issuance of the 5,175,000 shares of Class B common stock upon the Conversion of the 5,175,000 Class B ordinary shares held by the initial stockholders, and 614,000 shares of Class A common stock issued to the Sponsor holding 614,000 Class A ordinary shares; and (v) 20,700,000 shares of Class A common stock issued to Public Shareholders holding 20,700,000 Class A ordinary shares outstanding immediately prior to the Domestication, in each case based on an assumed Hyperfine Exchange Ratio of 0.3326, an assumed Liminal Exchange Ratio of 0.1810, an assumed Closing Date of October 1, 2021 and 138,376,227 Hyperfine Outstanding Shares and 58,469,750 Liminal Outstanding Shares as of August 15, 2021. The total number of shares of Class B

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common stock expected to be outstanding immediately following the Closing is approximately 15,236,323, based on these assumptions.

All HealthCor shareholders are cordially invited to attend the Special Meeting. Your vote is important regardless of the number of shares you own. To ensure your representation at the Special Meeting, however, you are urged to complete, sign, date and return the proxy card accompanying the proxy statement/ prospectus as soon as possible in the envelope provided. If you are a shareholder of record holding ordinary shares, you may also cast your vote in person at the Special Meeting. If your shares are held in an account at a brokerage firm or bank, you must instruct your broker or bank on how to vote your shares or, if you wish to attend the Special Meeting and vote in person, obtain a proxy from your broker or bank. If you do not vote or do not instruct your broker or bank how to vote, your failure to vote will have no effect on the vote count for the proposals to be voted on at the Special Meeting.

If you have any questions or need assistance voting your ordinary shares, please contact Morrow Sodali LLC, our proxy solicitor, by calling (800) 662-5200, or banks and brokers can call collect at (203) 658-9400, or by emailing HCAQ@investor.morrowsodali.com. This notice of Special Meeting and the proxy statement/prospectus relating to the Business Combination will be available at        .

Thank you for your participation. We look forward to your continued support.

              , 2021

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IF YOU RETURN YOUR PROXY CARD WITHOUT AN INDICATION OF HOW YOU WISH TO VOTE, YOUR SHARES WILL BE VOTED IN FAVOR OF EACH OF THE SHAREHOLDER PROPOSALS. TO EXERCISE YOUR REDEMPTION RIGHTS, YOU MUST (I) SUBMIT A WRITTEN REQUEST TO THE TRANSFER AGENT THAT YOUR PUBLIC SHARES BE REDEEMED FOR CASH AND (II) DELIVER YOUR CLASS A ORDINARY SHARES TO THE TRANSFER AGENT, PHYSICALLY OR ELECTRONICALLY USING THE DEPOSITORY TRUST COMPANY’S DWAC (DEPOSIT WITHDRAWAL AT CUSTODIAN) SYSTEM, IN EACH CASE IN ACCORDANCE WITH THE PROCEDURES AND DEADLINES DESCRIBED IN THE PROXY STATEMENT/ PROSPECTUS. IF THE BUSINESS COMBINATION IS NOT CONSUMMATED, THEN THE PUBLIC SHARES WILL NOT BE REDEEMED FOR CASH. IF YOU HOLD THE SHARES IN STREET NAME, YOU WILL NEED TO INSTRUCT THE ACCOUNT EXECUTIVE AT YOUR BANK OR BROKER TO WITHDRAW THE SHARES FROM YOUR ACCOUNT IN ORDER TO EXERCISE YOUR REDEMPTION RIGHTS. SEE “THE EXTRAORDINARY GENERAL MEETING — REDEMPTION RIGHTS” IN THE PROXY STATEMENT/PROSPECTUS FOR MORE SPECIFIC INSTRUCTIONS.

This notice was mailed by HealthCor on                 , 2021.

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ADDITIONAL INFORMATION

If you have questions about the Business Combination or the Special Meeting, or if you need to obtain copies of this proxy statement/prospectus, the proxy card or other documents incorporated by reference in this proxy statement/prospectus, you may contact HealthCor’s proxy solicitor listed below. You will not be charged for any of the documents you request.

Tel: (800) 662-5200

Banks and brokers call collect: (203) 658-9400

E-mail: HCAQ@investor.morrowsodali.com

In order for you to receive timely delivery of the documents in advance of the Special Meeting to be held on     , 2021, you must request the information by no later than       , 2021.

For a more detailed description of the information incorporated by reference in this proxy statement/prospectus and how you may obtain it, see the section captioned “Where You Can Find More Information” of this proxy statement/prospectus.

TRADEMARKS

This document contains references to trademarks and service marks belonging to other entities. Solely for convenience, trademarks and trade names referred to in this proxy statement/prospectus may appear without the ^® or ™ symbols, but such references are not intended to indicate, in any way, that the applicable licensor will not assert, to the fullest extent under applicable law, its rights to these trademarks and trade names. The use or display of other companies’ trade names, trademarks or service marks is not intended to imply a relationship with, or endorsement or sponsorship of, HealthCor, Hyperfine or Liminal by any     other companies.

MARKET AND INDUSTRY DATA

This proxy statement/prospectus includes market and industry data and forecasts that Hyperfine and/or Liminal has derived from publicly available information, various industry publications, other published industry sources and internal data and estimates. Industry publications and other published industry sources generally indicate that the information contained therein was obtained from sources believed to be reliable. Internal data and estimates are based upon information obtained from trade and business organizations and other contacts in the markets in which Hyperfine operates and Hyperfine and Liminal plan to operate and Hyperfine’s and Liminal’s respective management’s understanding of industry conditions. Although Hyperfine and Liminal believe that such information is reliable, Hyperfine and Liminal have not had this information verified by any independent sources. Any estimates underlying such market-derived information and other factors could cause actual results to differ materially from those expressed in the independent parties’ estimates and in our estimates.

SELECTED DEFINITIONS

When used in this proxy statement/prospectus, unless the context otherwise requires:

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Certain statements made in this proxy statement/prospectus and in any document incorporated by reference herein are “forward looking statements.” Statements regarding the potential Business Combination and expectations regarding the combined business are “forward looking statements.” In addition, words such as “estimates,” “projected,” “expects,” “estimated,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “would,” “future,” “propose,” “target,” “goal,” “objective,” “outlook” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the control of the parties, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, that may affect actual results or outcomes include:

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The forward-looking statements contained in this proxy statement/prospectus and in any document incorporated by reference herein are based on our current expectations and beliefs concerning future developments and their potential effects on us. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described under the heading “Risk Factors” in this proxy statement/prospectus and in our Annual Report on Form 10-K filed with the SEC on March 29, 2021. If one or more of these risks or uncertainties materialize, or if any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Before you grant your proxy or instruct how your vote should be cast or vote on the Shareholder Proposals to be put to the Special Meeting, you should be aware that the occurrence of the events described in the “Risk Factors” section and elsewhere in this proxy statement/prospectus may adversely affect HealthCor, Hyperfine, Liminal or, following the consummation of the Business Combination, New Hyperfine.

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QUESTIONS AND ANSWERS ABOUT THE BUSINESS COMBINATION AND THE SPECIAL MEETING

The following are answers to certain questions that you may have regarding the Business Combination and the Special Meeting. We urge you to read carefully the remainder of this proxy statement/prospectus because the information in this section may not provide all the information that might be important to you in determining how to vote. Additional important information is also contained in the annexes to this proxy statement// prospectus.

Q: WHAT IS THE BUSINESS COMBINATION?

A:   HealthCor, Merger Sub I, Merger Sub II, Hyperfine and Liminal have entered into the Business Combination Agreement, dated as of July 7, 2021 (as the same has been or may be amended, modified, supplemented or waived from time to time, the “Business Combination Agreement”), pursuant to which, among other things, (a) Merger Sub I will merge with and into Hyperfine (the “Hyperfine Merger”), with Hyperfine surviving the Hyperfine Merger as a wholly owned subsidiary of HealthCor, and (b) Merger Sub II will merge with and into Liminal (the “Liminal Merger” and, together with the Hyperfine Merger, the “Mergers”), with Liminal surviving the Liminal Merger as a wholly owned subsidiary of HealthCor. In connection with the Closing, HealthCor will change its name to “Hyperfine, Inc.” (“New Hyperfine”).

HealthCor will hold the Special Meeting to, among other things, obtain the approvals required for the Business Combination and the other transactions contemplated by the Business Combination Agreement and you are receiving this proxy statement/prospectus in connection with such meeting. See “The Business Combination Agreement.” In addition, a copy of the Business Combination Agreement is attached to this proxy statement/prospectus as Annex A. We urge you to read carefully this proxy statement/prospectus and the Business Combination Agreement in their entirety.

Q: WHY AM I RECEIVING THIS DOCUMENT AND WHAT AM I BEING ASKED TO VOTE ON?

A:   HealthCor is sending this proxy statement /prospectus to its shareholders to help them decide how to vote their ordinary shares with respect to the matters to be considered at the Special Meeting. The HealthCor shareholders are being asked to vote on the following Shareholder Proposals:

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The Business Combination is conditioned upon the approval of the Business Combination Proposal, the Domestication Proposal, the Organizational Documents Proposal, the Stock Issuance Proposal and the Incentive Plan Proposal (collectively, the “Condition Precedent Proposals”), subject to the terms of the Business Combination Agreement. The Business Combination is not conditioned on the Advisory Charter Proposals, the Director Election Proposal or the Adjournment Proposal. If the Business Combination Proposal is not approved, the other proposals (except the Adjournment Proposal) will not be presented to the shareholders for a vote. Information about the Special Meeting, the Business Combination and the other business to be considered by shareholders at the Special Meeting is contained in this proxy statement/prospectus.

Q:  WHAT WILL HYPERFINE EQUITYHOLDERS AND LIMINAL EQUITYHOLDERS RECEIVE IN THE BUSINESS COMBINATION?

A:   As a consequence of the Mergers, at the Effective Time, and as further described in the proxy statement/ prospectus, (i) each share of Hyperfine capital stock (other than the Hyperfine Series A preferred stock and any shares of Hyperfine capital stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class A common stock equal to the Hyperfine Exchange Ratio, rounded down to the nearest whole number of shares; (ii) each share of Hyperfine Series A preferred stock (other than any shares of Hyperfine Series A preferred stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class B common stock equal to the Hyperfine Exchange Ratio, rounded down to the nearest whole number of shares; (iii) each share of Liminal capital stock (other than the Liminal Series A-1 preferred stock and any shares of Liminal capital stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class A common stock equal to the Liminal Exchange Ratio, rounded down to the nearest whole number of shares; (iv) each share of Liminal Series A-1 preferred stock (other than any shares of Liminal Series A-1 preferred stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class B common stock equal to the Liminal Exchange Ratio, rounded down to the nearest whole number of shares; (v) each option to purchase shares of Hyperfine common stock and each

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option to purchase shares of Liminal common stock, whether vested or unvested, that is outstanding and unexercised immediately prior to the Effective Time will be assumed by New Hyperfine and will become an option (vested or unvested, as applicable) to purchase a number of shares of New Hyperfine Class A common stock equal to the number of shares of Hyperfine common stock or Liminal common stock subject to such option immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share, at an exercise price per share equal to the exercise price per share of such option immediately prior to the Effective Time divided by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded up to the nearest whole cent; and (vi) each Hyperfine restricted stock unit and each Liminal restricted stock unit outstanding immediately prior to the Effective Time will be assumed by New Hyperfine and will become a restricted stock unit with respect to a number of shares of New Hyperfine Class A common stock equal to the number of shares of Hyperfine common stock or Liminal common stock subject to such Hyperfine restricted stock unit or Liminal restricted stock unit immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share.

In addition to the consideration described above, New Hyperfine will issue to the holders of Hyperfine Outstanding Shares and Liminal Outstanding Shares as of immediately prior to the Effective Time, in accordance with their pro rata share, the Earn-Out Shares, if at any time during the period between the Closing Date and the third anniversary of the closing date (the “Earn-Out Period”), (i) the last reported share price of the Class A common stock is greater than or equal to $15.00 for any 20 trading days within any 30 consecutive trading day period, or (ii) in the event of a transaction that will result in shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value greater than or equal to $15.00. During the Earn-Out Period, if there is a transaction (other than for stock splits, stock dividends, special cash dividends, reorganizations, recapitalizations or similar transactions affecting the Class A common stock) that will result in the shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value less than $15.00, then the right to receive Earn-Out Shares will terminate.

Q:  WHAT EQUITY STAKE WILL CURRENT HEALTHCOR SHAREHOLDERS, HYPERFINE EQUITYHOLDERS AND LIMINAL EQUITYHOLDERS HOLD IN NEW HYPERFINE IMMEDIATELY AFTER THE CONSUMMATION OF THE BUSINESS COMBINATION?

A:   Set forth below is a table showing the anticipated ownership interest in New Hyperfine upon completion of the Business Combination, based on an assumed Hyperfine Exchange Ratio of 0.3326, an assumed Liminal Exchange Ratio of 0.1810, 26,489,000 HealthCor ordinary shares outstanding, 138,376,227 Hyperfine Outstanding Shares and 58,469,750 Liminal Outstanding Shares as of August 15, 2021 and based on an assumed Closing Date of October 1, 2021. The actual Hyperfine Exchange Ratio and Liminal Exchange Ratio will be affected by the amount of Closing Cash and Closing Debt of Hyperfine, the amount of Closing Cash and Closing Debt of Liminal (in each case as calculated pursuant to the Business Combination Agreement), as well as the actual number of Hyperfine Outstanding Shares and Liminal Outstanding Shares as of immediately prior to the Effective Time. The amounts set forth in this table do not reflect the potential future issuance of up to 10,000,000 Earn-out Shares to the holders of Hyperfine Outstanding Shares and Liminal Outstanding Shares.

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The ownership percentages set forth above are not indicative of voting percentages and do not take into account the issuance of any shares upon completion of the Business Combination under the New Hyperfine Equity Incentive Plan, a copy of which is

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attached to this proxy statement/prospectus as Annex E. If the actual facts are different than the assumptions set forth above, the percentage ownership numbers set forth above will be different. For more information, please see the section titled “Unaudited Pro Forma Condensed Combined Financial Information.”

Furthermore, as a result of adopting the Proposed Charter, we will adopt a dual class stock structure and Dr. Rothberg will receive shares of Class B common stock, which will have 20 to 1 voting rights as compared to the shares of Class A common stock, such that as of immediately following the completion of the Business Combination, Dr. Rothberg will have over 81.1% of the voting power of the issued and outstanding capital stock of New Hyperfine, based on the above assumptions. Thus, Dr. Rothberg will control New Hyperfine.

Q:  WHAT VOTING POWER WILL CURRENT HEALTHCOR SHAREHOLDERS, DR. ROTHBERG, OTHER HYPERFINE EQUITYHOLDERS AND OTHER LIMINAL EQUITYHOLDERS HOLD IN NEW HYPERFINE IMMEDIATELY AFTER THE CONSUMMATION OF THE BUSINESS COMBINATION?

A:   It is anticipated that, upon completion of the Business Combination, based on an assumed Hyperfine Exchange Ratio of 0.3326, an assumed Liminal Exchange Ratio of 0.1810, 26,489,000 HealthCor ordinary shares outstanding, 138,376,227 Hyperfine Outstanding Shares and 58,469,750 Liminal Outstanding Shares as of August 15, 2021, and an assumed Closing Date of October 1, 2021, the voting power in New Hyperfine will be as set forth in the table below (which was, except as noted below, prepared using the same assumptions as the immediately preceding table). The amounts set forth in this table do not reflect the potential future issuance of up to 10,000,000 Earn-out Shares to the holders of Hyperfine Outstanding Shares and Liminal Outstanding Shares.

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Q:  WHEN WILL THE BUSINESS COMBINATION BE COMPLETED?

A:   The parties currently expect that the Business Combination will be completed during the fourth quarter of 2021. However, none of HealthCor, Hyperfine or Liminal can assure you of when or if the Business Combination will be completed, and it is possible that factors outside of the control of the companies could result in the Business Combination being completed at a different time or not at all. The outside date for consummation of the Business Combination is January 6, 2022, and the closing of the Business Combination is subject to the satisfaction of certain other conditions, including among other things: (i) the approval of the Business Combination Proposal and the other Condition Precedent Proposals by HealthCor’s shareholders; (ii) the expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended; (iii) the approval of the stockholders of each of Hyperfine and Liminal; (iv) after giving effect to the Business Combination and the other transactions contemplated by the Business Combination Agreement (including the PIPE Investment), HealthCor having at least $5,000,001 of net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Exchange Act) immediately after the Effective Time; (v) the Aggregate Transaction Proceeds being equal to or greater than $125,000,000; (vi) covenant and representation and warranty bring down conditions; (vii) the absence of a material adverse effect on Hyperfine and Liminal; and (viii) the approval by the Nasdaq of the listing of the Class A common stock on the Nasdaq. See “The Business Combination Agreement — The Business Combination Agreement — Conditions to Closing of the Business Combination.”

Q:  WHAT HAPPENS IF THE BUSINESS COMBINATION IS NOT COMPLETED?

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Combination with Hyperfine and Liminal or a business combination with another target business by January 29, 2023, HealthCor must redeem 100% of the outstanding Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then held in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to HealthCor to pay its income taxes, if any, less up to $100,000 of interest to pay dissolution expenses, divided by the number of then outstanding Public Shares. The Sponsor has no redemption rights in the event a business combination is not effected in the required time period and, accordingly, their founder shares would be worthless.

Q:   WHY IS HEALTHCOR PROPOSING THE BUSINESS COMBINATION?

A:   HealthCor was incorporated to effect a merger, share exchange, asset acquisition, share purchase, reorganization or other similar business combination with one or more businesses or entities (each, a “business combination”).

On January 29, 2021, HealthCor completed its IPO, generating gross proceeds of $207,000,000 (including the gross proceeds generated as a result of the underwriter’s exercise of its over-allotment option). Since HealthCor’s IPO, HealthCor’s activity has been limited to the evaluation of business combination candidates.

Hyperfine is an innovative digital health business with a mission to provide affordable and accessible imaging, monitoring and magnetic resonance imaging (“MRI”) guided interventions to revolutionize healthcare for people around the world. Its Swoop™ Portable Magnetic Resonance (Imaging (“MRI”) System (“Swoop”) produces high-quality images at a lower magnetic field strength that can be used by healthcare professionals to make effective clinical diagnoses on a patient in a variety of settings where MRI devices have previously been inaccessible. The easy-to-use interface and portable design of our Swoop system make it accessible for use anywhere in a hospital, clinic or patient care site. Hyperfine is working to realize the vision of providing affordable and accessible imaging of health conditions around the world.

Liminal is an innovative digital health business committed to building a device to non-invasively measure key vital signs in the brain, in order to enable unprecedented access to improve patient outcomes.

The board of directors for each of HealthCor, Hyperfine and Liminal have unanimously approved the proposed transaction.

Q:  DID THE HEALTHCOR BOARD OF DIRECTORS OBTAIN A THIRD-PARTY VALUATION OR FAIRNESS OPINION IN DETERMINING WHETHER OR NOT TO PROCEED WITH THE BUSINESS COMBINATION?

A:   HealthCor’s board of directors did not obtain a third-party valuation or fairness opinion in connection with their determination to approve the Business Combination.

HealthCor’s officers, directors and advisors have substantial experience in evaluating the operating and financial merits of companies from a wide range of industries and concluded that their experience and backgrounds, together with the experience and sector expertise of HealthCor’s financial advisors, enabled them to make the necessary analyses and determinations regarding the Business Combination. In addition, HealthCor’s officers, directors and advisors have substantial experience with mergers and acquisitions. Accordingly, investors will be relying solely on the judgment of HealthCor’s officers, board of directors and advisors in valuing Hyperfine’s and Liminal’s businesses.

Q:  DO I HAVE REDEMPTION RIGHTS?

A:   If you are a holder of Class A ordinary shares, you have the right to elect, at least two business days prior to the vote on the Business Combination, that HealthCor redeem such shares for a pro rata portion of the cash held in the Trust Account, which holds the proceeds of HealthCor’s IPO, (including interest earned on the funds held in the Trust Account and not previously released to HealthCor to pay its taxes, if any) upon the closing of the Business Combination (such rights, “redemption rights”).Notwithstanding the foregoing, a holder of Class A ordinary shares, together with any affiliate of such holder or any other person with whom such holder is acting in concert or as a “group” (as defined in Section 13(d)(3) of the Exchange Act), will be restricted from seeking redemption with respect to more than 15% of the Class A ordinary shares. Accordingly, all Class A ordinary shares in excess of 15% held by a Public Shareholder, together with any affiliate of such holder or any other person with whom such holder is acting in concert or as a “group,” will not be redeemed.

If approved, the Organizational Documents Proposal would remove the requirement that HealthCor have at least $5,000,001 of net tangible assets after giving effect to the redemption of all such shares.

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Q:  WILL HOW I VOTE AFFECT MY ABILITY TO EXERCISE REDEMPTION RIGHTS?

A:   No. You may exercise your redemption rights whether you vote your Class A ordinary shares for or against, or whether you abstain from voting on, the Business Combination Proposal or any other Shareholder Proposal. As a result, the Business Combination Proposal can be approved by shareholders who will redeem their Class A ordinary shares and no longer remain shareholders and the Business Combination may be consummated even though the funds available from the Trust Account and the number of Public Shareholders are substantially reduced as a result of redemptions by Public Shareholders. Also, with fewer Class A ordinary shares and Public Shareholders, the trading market for the Class A common stock following the Business Combination may be less liquid than the market for the Class A ordinary shares prior to the Business Combination and New Hyperfine may not be able to meet the listing standards of a national securities exchange. In addition, with fewer funds available from the Trust Account, the capital infusion from the Trust Account into New Hyperfine will be reduced.

Q:  HOW DO I EXERCISE MY REDEMPTION RIGHTS?

A:   If you are a holder of Public Shares and wish to exercise your redemption rights, you must demand that HealthCor redeem your Public Shares for cash no later than the second business day preceding the vote on the Business Combination Proposal by delivering your share certificates (if any) and other redemption forms to HealthCor’s transfer agent physically or electronically using Depository Trust Company’s DWAC (Deposit and Withdrawal at Custodian) system. Any Public Shareholder will be entitled to demand that such holder’s Public Shares be redeemed for a full pro rata portion of the amount then in the Trust Account (which, for illustrative purposes, was approximately $     million, or $    per share, as of the record date). Such amount, including interest earned on the funds held in the Trust Account and not previously released to HealthCor to pay its taxes, if any, will be paid promptly upon consummation of the Business Combination. However, the proceeds deposited in the Trust Account could become subject to the claims of HealthCor’s creditors, if any, which could have priority over the claims of Public Shareholders, regardless of whether such Public Shareholders vote for or against the Business Combination Proposal. Therefore, the per-share distribution from the Trust Account in such a situation may be less than originally anticipated due to such claims. Your vote on any Shareholder Proposal will have no impact on the amount you will receive upon exercise of your redemption rights.

Any request for redemption made by a holder of Public Shares may not be withdrawn once submitted to HealthCor unless the board of directors of HealthCor determines (in its sole discretion) to permit the withdrawal of such redemption request (which it may do in whole or in part).

Any written demand of redemption rights must be received by HealthCor’s transfer agent no later than the second business day preceding the vote taken on the Business Combination Proposal at the Special Meeting. No demand for redemption will be honored unless the holder’s share certificates (if any) and other redemption forms have been delivered (either physically or electronically) to the transfer agent no later than the second business day preceding the vote taken at the Special Meeting.

If a holder of Public Shares properly makes a request for redemption and the certificates for the Class A ordinary shares (if any) along with the redemption forms are delivered to HealthCor’s transfer agent as described herein, then, if the Business Combination is consummated, HealthCor will redeem these shares for a pro rata portion of funds deposited in the Trust Account. If you exercise your redemption rights, then you will be exchanging your Public Shares for cash.

Q:  WHAT ARE THE U.S. FEDERAL INCOME TAX CONSEQUENCES OF EXERCISING MY REDEMPTION RIGHTS?

A:   We expect that a U.S. Holder (as defined in “U.S. Federal Income Tax Considerations — U.S. Holders”) that exercises its redemption rights to receive cash from the Trust Account in exchange for its Class A common stock will generally be treated as selling such shares of New Hyperfine Class A common stock resulting in the recognition of capital gain or loss. There may be certain circumstances in which the redemption may be treated as a distribution for U.S. federal income tax purposes depending on the amount of shares of New Hyperfine Class A common stock that such U.S. Holder owns or is deemed to own prior to and following the redemption. For a more complete discussion of the U.S. federal income tax considerations of an exercise of redemption rights, see “U.S. Federal Income Tax Considerations.”

Additionally, because the Domestication will occur prior to the redemption by any Public Shareholder, U.S. Holders exercising redemption rights will be subject to the potential tax consequences of Section 367(b) of the U.S. Internal Revenue Code of 1986, as amended (the “Code”) and the tax rules relating to “passive foreign investment companies” (“PFICs”). The tax consequences of the exercise of redemption rights, including pursuant to Section 367(b) of the Code and the PFIC rules, are discussed more

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fully below under “U.S. Federal Income Tax Considerations — U.S. Holders.” All holders of our Public Shares considering exercising their redemption rights are urged to consult their tax advisor on the tax consequences to them of an exercise of redemption rights, including the applicability and effect of U.S. federal, state, local and foreign income and other tax laws.

Q:   DO I HAVE APPRAISAL RIGHTS IN CONNECTION WITH THE PROPOSED BUSINESS COMBINATION AND THE PROPOSED DOMESTICATION?

A:   No. The HealthCor shareholders do not have appraisal rights in connection with the Business Combination or the Domestication under the Cayman Islands Companies Act or under the Delaware General Corporation Law, as amended (the “DGCL”).

Q:  WHY IS HEALTHCOR PROPOSING THE DOMESTICATION?

A:   HealthCor’s board of directors believes that there are significant advantages to New Hyperfine that will arise as a result of a change of domicile to Delaware, including, (i) the prominence, predictability and flexibility of Delaware law, (ii) Delaware’s well-established principles of corporate governance and (iii) the increased ability for Delaware corporations to attract and retain qualified directors, each of the foregoing as discussed in greater detail in the section titled “Proposal No. 2 — The Domestication Proposal — Reasons for the Domestication.” HealthCor’s board of directors believes that any direct benefit that Delaware law provides to a corporation also indirectly benefits shareholders, who are the owners of the corporation. Additionally, Hyperfine and Liminal have required the Domestication as a condition to consummating the Business Combination.

To effect the Domestication, HealthCor will file a notice of deregistration with the Cayman Islands Registrar of Companies, together with the necessary accompanying documents, and file a certificate of corporate domestication and a certificate of incorporation with the Secretary of State of the State of Delaware, under which HealthCor will be domesticated and continue as a Delaware corporation.

The approval of the Domestication Proposal is a condition to the closing of the transactions contemplated by the Business Combination Agreement. The approval of the Domestication Proposal requires a special resolution under Cayman Islands law, being the affirmative vote of the holders of at least two-thirds of the ordinary shares who, being present, in person or by proxy, and entitled to vote on such matter, vote at the Special Meeting. Abstentions and broker non-votes, while considered present for the purposes of establishing a quorum, will not count as a vote cast at the Special Meeting.

Q:   HOW WILL THE DOMESTICATION AFFECT MY PUBLIC SHARES?

A:   As a consequence of the Domestication, each Class A ordinary share of HealthCor that is issued and outstanding as of immediately prior to the Domestication will be converted, on a one-for-one basis, into a share of New Hyperfine Class A common stock, and each Class B ordinary share of HealthCor that is issued and outstanding as of immediately prior to the Domestication will be converted, on a one- for-one basis, into a share of New Hyperfine Class B common stock, and immediately prior to the Effective Time, each such share of New Hyperfine Class B common stock will be converted, on a one- for-one basis, into a share of New Hyperfine Class A common stock (the “Conversion”).

Q:   WHAT HAPPENS TO THE FUNDS DEPOSITED IN THE TRUST ACCOUNT AFTER CONSUMMATION OF THE BUSINESS COMBINATION?

A:   The net proceeds of HealthCor’s initial public offering, together with funds raised from the sale of the Private Placement Shares simultaneously with the consummation of HealthCor’s initial public offering, were placed in the Trust Account immediately following the initial public offering. After consummation of the Business Combination, the funds in the Trust Account will be used to pay holders of the Class A ordinary shares who exercise redemption rights, and, together with the proceeds of the PIPE Investment, to pay fees and expenses incurred in connection with the Business Combination (including aggregate fees of approximately $7,245,000 as deferred underwriting commissions related to HealthCor’s initial public offering) and to pay for New Hyperfine’s working capital and general corporate purposes.

Q:   WHAT ARE THE U.S. FEDERAL INCOME TAX CONSEQUENCES OF THE DOMESTICATION?

A:   As discussed more fully under “U.S. Federal Income Tax Considerations,” the Domestication generally should constitute a tax-deferred reorganization within the meaning of Section 368(a)(l)(F) of the Code. However, due to the absence of direct guidance on the application of Section 368(a)(1)(F) of the Code to the facts and circumstances relating to HealthCor, this result is not

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entirely clear. In the case of a transaction, such as the Domestication, that should qualify as a tax-deferred reorganization within the meaning of Section 368(a)(1)(F) of the Code, U.S. Holders (as defined in “U.S. Federal Income Tax Considerations — U.S. Holders” below) will be subject to Section 367(b) of the Code and, as a result of the Domestication:

HealthCor does not expect to have significant cumulative earnings and profits through the date of the Domestication. Complex attribution rules apply in determining whether a U.S. holder owns 10% or more of the total combined voting power of all classes of our ordinary shares entitled to vote or owns 10% or more of the total value of all classes of our ordinary shares. All U.S. holders are urged to consult their tax advisors with respect to those attribution rules.

As discussed in “U.S. Federal Income Tax Considerations — U.S. Holders — Effects of the Domestication on U.S. Holders,” if the Domestication fails to qualify as a tax-deferred reorganization within the meaning of Section 368(a)(l)(F) of the Code, a U.S.Holder may recognize gain or loss with respect to a Public Share in an amount equal to the difference, if any,between the fair market value of the share of New Hyperfine Class A common stock received in the Domestication and the U.S. Holder’s adjusted tax basis in its Public Share, as applicable, surrendered in exchange therefor.

HealthCor believes that it is likely classified as a PFIC, which may have adverse tax consequences to U.S. Holders of Public Shares. If HealthCor is a PFIC, and the Domestication qualifies as a tax-deferred reorganization within the meaning of Section 368(a)(l)(F) of the Code, a U.S. Holder may still be required in certain circumstances to recognize gain on the exchange of Public Shares for New Hyperfine Class A common stock if proposed Treasury Regulations under Section 1291(f) of the Code, which have been promulgated with a retroactive effective date, are finalized in their current form. If Healthcor is a PFIC and the U.S. Holder has not made certain elections with respect to its Public Shares, a U.S. Holder of Public Shares would recognize gain (but not loss) upon the exchange of its Public Shares for New Hyperfine Class A common stock pursuant to the Domestication and the tax on all or a portion of such gain so recognized would be imposed at the rate applicable to ordinary income and an interest charge would apply. For a more complete discussion of the potential application of the PFIC rules to U.S. Holders as a result of the Domestication, see the discussion in the section entitled “U.S. Federal Income Tax Considerations — U.S. Holders — PFIC Considerations.”

Additionally, the Domestication may cause non-U.S. Holders (as defined in “U.S. Federal Income Tax Considerations — Non-U.S. Holders”) to become subject to U.S. federal income withholding taxes on any dividends paid in respect of such non-U.S. Holder’s shares of New Hyperfine Class A common stock after the Domestication.

The tax consequences of the Domestication are complex and will depend on a holder’s particular circumstances. All holders are urged to consult their tax advisor on the tax consequences to them of the Domestication, including the applicability and effect of U.S. federal, state, local and foreign income and other tax laws. For a more complete discussion of the U.S. federal income tax considerations of the Domestication, see “U.S. Federal Income Tax Considerations.”

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Q:   HOW DO OUR INITIAL SHAREHOLDERS INTEND TO VOTE ON THE SHAREHOLDER PROPOSALS?

A:   Our initial shareholders own of record and are entitled to vote an aggregate of approximately 21.9% of the outstanding ordinary shares. In connection with our initial public offering, on January 26, 2021, the Sponsor, our initial shareholders and our officers and directors at the time of our initial public offering entered into the IPO Letter Agreement, pursuant to which they agreed, among other things, to vote their founder shares, as well as any Public Shares held by them, in favor of our business combination (including any proposals recommended by our board of directors in connection with such business combination). In addition, pursuant to the Sponsor Letter Agreement, the Sponsor and our initial shareholders have agreed with HealthCor, Hyperfine and Liminal to vote all of their Class A ordinary shares and Class B ordinary shares in favor of the Shareholder Proposals. Accordingly, we expect them to vote their shares in favor of all the Shareholder Proposals. See “The Business Combination Agreement — Related Agreements — Sponsor Letter Agreement.”

Q:   WHAT CONSTITUTES A QUORUM AT THE SPECIAL MEETING?

A:   The holders of a majority of the issued and outstanding ordinary shares entitled to vote at the Special Meeting must be present, in person (which would include presence at a virtual meeting) or represented by proxy, at the Special Meeting to constitute a quorum and in order to conduct business at the Special Meeting. Abstentions and broker non-votes will be counted as present for the purpose of determining a quorum. The holders of the founder shares, who currently own approximately 21.9% of the issued and outstanding HealthCor ordinary shares, will count towards this quorum provided they attend the Special Meeting in person or by proxy. In the absence of a quorum, the chairman of the Special Meeting has power to adjourn the Special Meeting. As of     , 2021, the record date for the Special Meeting,     shares of HealthCor ordinary shares would be required to achieve a quorum.

Q:   WHAT VOTE IS REQUIRED TO APPROVE EACH PROPOSAL AT THE SPECIAL MEETING?

A:   The approval of each of the Business Combination Proposal, the Advisory Charter Proposals, the Stock Issuance Proposal, the Director Election Proposal, the Incentive Plan Proposal and the Adjournment Proposal requires an ordinary resolution under Cayman Islands law, being the affirmative vote of the holders of a majority of the ordinary shares who, being present either in person or by proxy, and entitled to vote on such matter, vote at the Special Meeting. Under the Current Articles, prior to the consummation of a business combination, only holders of the Class B ordinary shares are entitled to vote on the Director Election Proposal.

The approval of each of the Domestication Proposal and Organizational Documents Proposal requires a special resolution under the Cayman Islands Companies Act, being the affirmative vote of the holders of at least two-thirds of the ordinary shares who, being present, in person or by proxy, and entitled to vote on such matter, vote at the Special Meeting.

Each of the Condition Precedent Proposals is conditioned on the approval of the other Condition Precedent Proposals, and if any Condition Precedent Proposal is not approved, then the other Condition Precedent Proposals will have no effect, even if approved by our Public Shareholders. The Adjournment Proposal is not conditioned upon any other proposal.

Abstentions and broker non-votes, while considered present for the purposes of establishing a quorum, will not count as a vote cast at the Special Meeting and, therefore, will have no effect on the outcome of any of the proposals.

Q:   DO ANY OF HEALTHCOR’S DIRECTORS OR OFFICERS HAVE INTERESTS IN THE BUSINESS COMBINATION THAT MAY DIFFER FROM OR BE IN ADDITION TO THE INTERESTS OF HEALTHCOR SHAREHOLDERS?

A:   HealthCor’s executive officers and non-employee directors may have interests in the Business Combination that may be different from, or in addition to, the interests of HealthCor’s shareholders generally. The HealthCor board of directors was aware of and considered these interests to the extent such interests existed at the time, among other matters, in approving the Business Combination Agreement and in recommending that the Business Combination Agreement and the transactions contemplated thereby be approved by HealthCor’s shareholders. See “Proposal No. 1 — The Business Combination Proposal — Interests of HealthCor Directors and Officers in the Business Combination.”

For example, if HealthCor is able to complete a business combination within the required time period, Sponsor, its affiliates and certain of our directors may receive a positive return on the 5,175,000 Class B ordinary shares and/or 614,000 Private Placement

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Shares that they currently hold, even if the holders of Class A ordinary shares experience a negative return on their investment after consummation of the business combination.

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For additional information regarding pre-existing relationships between certain of the parties to the Business Combination Agreement and certain of their affiliates, see “Risk Factors — Risks Related to the Business Combination and HealthCor — Some of HealthCor’s officers and directors may have conflicts of interest that may influence or have influenced them to support or approve the Business Combination without regard to your interests or in determining whether New Hyperfine is appropriate for HealthCor’s initial business combination.”

Q:   WHAT DO I NEED TO DO NOW?

A:   After carefully reading and considering the information contained in this proxy statement/prospectus, please submit your proxies as soon as possible so that your shares will be represented at the Special Meeting. Please follow the instructions set forth on the proxy card or on the voting instruction form provided by your broker, bank or other nominee if your shares are held in the name of your broker, bank or other nominee.

Q:   HOW DO I VOTE?

A:   If you are a shareholder of record of HealthCor as of, 2021 (the “record date”), you may submit your proxy before the Special Meeting in any of the following ways, if available:

If you are a shareholder of record of HealthCor as of the record date, you may also cast your vote at the Special Meeting.

If your shares are held in “street name” through a broker, bank or other nominee, your broker, bank or other nominee will send you separate instructions describing the procedure for voting your shares. “Street name” shareholders who wish to vote at the Special Meeting will need to obtain a proxy form from their broker, bank or other nominee.

Q:   WHEN AND WHERE IS THE SPECIAL MEETING?

A:   The Special Meeting will be held at   a.m., Eastern time, on    , 2021. For the purposes of HealthCor’s Current Articles, the physical place of the meeting will be    . In light of the coronavirus pandemic and to support the well-being of HealthCor’s shareholders, directors and officers, HealthCor encourages you to use remote methods of attending the Special Meeting or to attend via proxy. You may attend the Special Meeting and vote your shares electronically during the Special Meeting via live webcast by visiting    . You will need the meeting control number that is printed on your proxy card to enter the Special Meeting. You may also attend the meeting telephonically by dialing     . All HealthCor shareholders as of the record date, or their duly appointed proxies, may attend the Special Meeting.

Q:   IF MY SHARES ARE HELD IN “STREET NAME” BY A BROKER, BANK OR OTHER NOMINEE, WILL MY BROKER, BANK OR OTHER NOMINEE VOTE MY SHARES FOR ME?

A:   If your shares are held in “street name” in a stock brokerage account or by a broker, bank or other nominee, you must provide the record holder of your shares with instructions on how to vote your shares. Please follow the voting instructions provided by your broker, bank or other nominee. Please note that you may not vote shares held in “street name” by returning a proxy card directly to HealthCor or by voting at the Special Meeting unless you provide a “legal proxy,” which you must obtain from your broker, bank or other nominee. In addition to such legal proxy, if you plan to attend the Special Meeting, but are not a shareholder of record because you hold your shares in “street name,” please have evidence of your beneficial ownership of your shares (e.g., a copy of a recent brokerage statement showing the shares) and valid photo identification with you at the Special Meeting.

Under the rules of Nasdaq, brokers who hold shares in “street name” for a beneficial owner of those shares typically have the authority to vote in their discretion on “routine” proposals when they have not received instructions from beneficial owners.

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However, brokers are not permitted to exercise their voting discretion with respect to the approval of matters that are “non-routine” under New York Stock Exchange rules without specific instructions from the beneficial owner. It is expected that all of the Shareholder Proposals are “non-routine” matters. Broker non-votes occur when a broker, bank or other nominee is not instructed by the beneficial owner of shares to vote on a particular Shareholder Proposal for which the broker does not have discretionary voting power or when a broker, bank or other nominee chooses not to vote on a matter for which it does have discretionary voting authority.

If you are a HealthCor shareholder holding your shares in “street name” and you do not instruct your broker, bank or other nominee on how to vote your shares, your broker, bank or other nominee will not vote your shares on any of the Shareholder Proposals. Such broker non-votes will have no effect on the vote count for any of the Shareholder Proposals.

Q:   WHAT IF I ATTEND THE SPECIAL MEETING AND ABSTAIN OR DO NOT VOTE?

A:   For purposes of the Special Meeting, an abstention occurs when a shareholder attends the meeting and does not vote or returns a proxy with an “abstain” vote. If you are a HealthCor shareholder that attends the Special Meeting and fails to vote on any Shareholder Proposal, or if you respond to such proposals with an “abstain” vote, your failure to vote or “abstain” vote in each case will have no effect on the vote count for such Shareholder Proposals.

Q:   WHAT WILL HAPPEN IF I RETURN MY PROXY CARD WITHOUT INDICATING HOW TO VOTE?

A:   If you sign and return your proxy card without indicating how to vote on any particular Shareholder Proposal, the ordinary shares represented by your proxy will be voted as recommended by HealthCor’s board of directors with respect to that Shareholder Proposal.

Q:   MAY I CHANGE MY VOTE AFTER I HAVE DELIVERED MY PROXY OR VOTING INSTRUCTION CARD?

A:   Yes. You may change your vote at any time before your proxy is voted at the Special Meeting. You may do this in one of three ways:

If you are a shareholder of record of HealthCor and you choose to send a written notice or to mail a new proxy, you must submit your notice of revocation or your new proxy to HealthCor Catalio Acquisition Corp., 55 Hudson Yards, 28th Floor, New York, NY, 10001 and it must be received at any time before the vote is taken at the Special Meeting. Any proxy that you submitted may also be revoked by submitting a new proxy by mail, or online or by telephone, not later than 5:00 p.m., New York City time, on     , 2021, or by voting at the Special Meeting. Simply attending the Special Meeting will not revoke your proxy. If you have instructed a broker, bank or other nominee to vote your ordinary shares, you must follow the directions you receive from your broker, bank or other nominee in order to change or revoke your vote.

Q:   WHAT HAPPENS IF I FAIL TO TAKE ANY ACTION WITH RESPECT TO THE SPECIAL MEETING?

A:   If you fail to take any action with respect to the Special Meeting and the Business Combination is approved by shareholders and consummated, you will continue to be a shareholder of HealthCor. Failure to take any action with respect to the Special Meeting will not affect your ability to exercise your redemption rights. If you fail to take any action with respect to the Special Meeting and the Business Combination is not approved, you will continue to be a shareholder of HealthCor while HealthCor searches for another target business with which to complete a business combination.

Q:   WHAT SHOULD I DO IF I RECEIVE MORE THAN ONE SET OF VOTING MATERIALS?

A:   Shareholders may receive more than one set of voting materials, including multiple copies of this proxy statement/prospectus and multiple proxy cards or voting instruction cards. For example, if you hold your shares in more than one brokerage account, you will receive a separate voting instruction card for each brokerage account in which you hold shares. If you are a holder of record

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and your shares are registered under more than one name, you will receive more than one proxy card. Please complete, sign, date and return each proxy card and voting instruction card that you receive in order to cast a vote with respect to all of your shares.

Q:   WHOM SHOULD I CONTACT IF I HAVE ANY QUESTIONS ABOUT THE PROXY MATERIALS OR VOTING?

A:   If you have any questions about the proxy materials, need assistance submitting your proxy or voting your shares or need additional copies of this proxy statement/prospectus or the enclosed proxy card, you should contact Morrow Sodali LLC, the proxy solicitation agent for HealthCor, toll-free at (800) 662-5200 (banks and brokers call (203) 658-9400).

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SUMMARY

This summary highlights selected information included in this proxy statement/prospectus and does not contain all of the information that may be important to you. You should read this entire proxy statement/ prospectus and its appendices and the other documents to which HealthCor, Hyperfine and Liminal refer before you decide how to vote with respect to the Shareholder Proposals.

Information About the Parties to the Business Combination

HealthCor

HealthCor Catalio Acquisition Corp. is a blank check company incorporated as a Cayman Islands exempted company with limited liability organized for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. HealthCor’s executive offices are located at 55 Hudson Yards, 28th Floor, New York, NY 10001, and its telephone number is (212) 622-7800.

Merger Sub I and Merger Sub II

Optimus Merger Sub I, Inc. and Optimus Merger Sub II, Inc. are wholly owned subsidiaries of HealthCor incorporated under the laws of the State of Delaware for the purpose of implementing the Business Combination. The executive offices of Merger Sub I and Merger Sub II are located at 55 Hudson Yards, 28th Floor, New York, NY 10001, and their telephone number is (212) 622-7800.

Hyperfine

Hyperfine was incorporated under the laws of the State of Delaware on February 25, 2014 under the name “Hyperfine Research, Inc.” On May 25, 2021, the name of the corporation was changed to “Hyperfine, Inc.” Hyperfine’s principal executive offices are located at 530 Old Whitfield Street, Guilford, CT 06437, and its telephone number is (866) 796-6767.

Liminal

Liminal was incorporated under the laws of the State of Delaware on September 21, 2018 under the name “EpilepsyCo Inc.” On July 20, 2020, the name of the corporation was changed to “Liminal Sciences, Inc.” Liminal’s principal executive offices are located at 530 Old Whitfield Street, Guilford, CT 06437, and its telephone number is (203) 458-7100.

The Business Combination and the Business Combination Agreement

As discussed in this proxy statement/prospectus, HealthCor is asking its shareholders to approve the Business Combination Agreement and approve the Business Combination, pursuant to which, among other things, on the date of Closing, Merger Sub I will merge with and into Hyperfine, with Hyperfine as the surviving corporation in the Hyperfine Merger, Merger Sub II will merge with and into Liminal, with Liminal as the surviving corporation in the Liminal Merger, and, after giving effect to such Business Combination, Hyperfine and Liminal will be wholly-owned subsidiaries of HealthCor. As a consequence of the Domestication, each Class A ordinary share of HealthCor that is issued and outstanding as of immediately prior to the Domestication will be converted, on a one-for-one basis, into a share of New Hyperfine Class A common stock, and each Class B ordinary share of HealthCor that is issued and outstanding as of immediately prior to the Domestication will be converted, on a one-for-one basis, into a share of New Hyperfine Class B common stock, and immediately prior to the Effective time of the Mergers, each such share of New Hyperfine Class B common stock will be converted, on a one-for-one basis, into a share of New Hyperfine Class A common stock (the “Conversion”).

As a consequence of the Mergers, at the Effective Time, (i) each share of Hyperfine capital stock (other than the Hyperfine Series A preferred stock and any shares of Hyperfine capital stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class A common stock equal to the Hyperfine Exchange Ratio, rounded down to the nearest whole number of shares; (ii) each share of Hyperfine Series A preferred stock (other than any shares of Hyperfine Series A preferred stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class B common stock equal to the Hyperfine Exchange Ratio, rounded down to the nearest whole number of shares; (iii) each share of Liminal capital stock (other than the Liminal Series A-1 preferred stock and any shares of Liminal capital stock held

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prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class A common stock equal to the Liminal Exchange Ratio, rounded down to the nearest whole number of shares; (iv) each share of Liminal Series A-1 preferred stock (other than any shares of Liminal Series A-1 preferred stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class B common stock equal to the Liminal Exchange Ratio, rounded down to the nearest whole number of shares; (v) each option to purchase shares of Hyperfine common stock and each option to purchase shares of Liminal common stock, whether vested or unvested, that is outstanding and unexercised immediately prior to the Effective Time will be assumed by New Hyperfine and will become an option (vested or unvested, as applicable) to purchase a number of shares of New Hyperfine Class A common stock equal to the number of shares of Hyperfine common stock or Liminal common stock subject to such option immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share, at an exercise price per share equal to the exercise price per share of such option immediately prior to the Effective Time divided by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded up to the nearest whole cent; and (vi) each Hyperfine restricted stock unit and each Liminal restricted stock unit outstanding immediately prior to the Effective Time will be assumed by New Hyperfine and will become a restricted stock unit with respect to a number of shares of New Hyperfine Class A common stock equal to the number of shares of Hyperfine common stock or Liminal common stock subject to such Hyperfine restricted stock unit or Liminal restricted stock unit immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share.

In addition to the consideration described above, New Hyperfine will issue to the holders of Hyperfine Outstanding Shares and Liminal Outstanding Shares as of immediately prior to the Effective Time, in accordance with their pro rata share, the Earn-Out Shares, if at any time during the period between the Closing Date and the third anniversary of the closing date (the “Earn-Out Period”), (i) the last share price of the Class A common stock is greater than or equal to $15.00 for any 20 trading days within any 30 consecutive trading day period, or (ii) in the event of a transaction that will result in shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value greater than or equal to $15.00. During the Earn-Out Period, if there is a transaction (other than for stock splits, stock dividends, special cash dividends, reorganizations, recapitalizations or similar transactions affecting the Class A common stock) that will result in the shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value less than $15.00, then the right to receive Earn-Out Shares will terminate.

The terms and conditions of the Business Combination are contained in the Business Combination Agreement, which is attached to this proxy statement/prospectus as Annex A. HealthCor encourages you to read the Business Combination Agreement carefully, as it is the legal document that governs the Business Combination. For more information on the Business Combination Agreement, see “The Business Combination Agreement.”

Structure of the Business Combination

Pursuant to the Business Combination Agreement, Merger Sub I will merge with and into Hyperfine, with Hyperfine surviving the Hyperfine Merger, and Merger Sub II will merge with and into Liminal, with Liminal surviving the Liminal Merger. Upon consummation of the Business Combination, Hyperfine and Liminal will be wholly-owned subsidiaries of New Hyperfine. In addition, prior to the Effective Time, HealthCor will deregister by way of continuation under the Cayman Islands Companies Act and domesticate under Subchapter XVII of the DGCL, pursuant to which HealthCor’s jurisdiction of incorporation will be changed from the Cayman Islands to the State of Delaware. In addition, Hyperfine will file the Proposed Charter with the Secretary of State of the State of Delaware, such Proposed Charter to be effective immediately after the Domestication and prior to the Effective Time. As a consequence of adopting the Proposed Charter, New Hyperfine will adopt the dual class structure as described in the section of this proxy statement/prospectus titled “Description of New Hyperfine’s Capital Stock.”

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Simplified Pre-Combination Structure and Voting Power

Simplified Post-Combination Structure and Voting Power⁽¹⁾

The Private Placement

In connection with entering into the Business Combination Agreement, HealthCor entered into the Subscription Agreements with the PIPE Investors, pursuant to which, among other things, the PIPE Investors agreed to purchase an aggregate of 12,610,000 shares of Class A common stock immediately prior to the Closing at a cash purchase price of $10.00 per share, resulting in aggregate proceeds of $126,100,000. The Subscription Agreements contain customary representations, warranties, covenants and agreements of HealthCor and the PIPE Investors and are subject to customary closing conditions (including, without limitation, that there is no amendment, waiver or modification to the Business Combination Agreement that would materially and adversely affect the business of Hyperfine and Liminal) and termination rights (including a termination right if the transactions contemplated by the Subscription Agreements have not been consummated by January 6, 2022, other than as a result of breach by the terminating party). The PIPE Investment is expected to close immediately prior to the Closing.

For more information regarding the PIPE Investment and the Subscription Agreements, see the section titled “The Business Combination Agreement — Related Agreements — Subscription Agreements.”

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Consideration to be Received in the Business Combination

As a consequence of the Mergers, at the Effective Time, (i) each share of Hyperfine capital stock (other than the Hyperfine Series A preferred stock and any shares of Hyperfine capital stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class A common stock equal to the Hyperfine Exchange Ratio, rounded down to the nearest whole number of shares; (ii) each share of Hyperfine Series A preferred stock (other than any shares of Hyperfine Series A preferred stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class B common stock equal to the Hyperfine Exchange Ratio, rounded down to the nearest whole number of shares; (iii) each share of Liminal capital stock (other than the Liminal Series A-1 preferred stock and any shares of Liminal capital stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class A common stock equal to the Liminal Exchange Ratio, rounded down to the nearest whole number of shares; (iv) each share of Liminal Series A-1 preferred stock (other than any shares of Liminal Series A-1 preferred stock held prior to the Effective Time as treasury stock) that is issued and outstanding as of immediately prior to the Effective Time will be automatically cancelled and extinguished and converted into the right to receive the number of shares of New Hyperfine Class B common stock equal to the Liminal Exchange Ratio, rounded down to the nearest whole number of shares; (v) each option to purchase shares of Hyperfine common stock and each option to purchase shares of Liminal common stock, whether vested or unvested, that is outstanding and unexercised immediately prior to the Effective Time will be assumed by New Hyperfine and will become an option (vested or unvested, as applicable) to purchase a number of shares of New Hyperfine Class A common stock equal to the number of shares of Hyperfine common stock or Liminal common stock subject to such option immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share, at an exercise price per share equal to the exercise price per share of such option immediately prior to the Effective Time divided by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded up to the nearest whole cent; and (vi) each Hyperfine restricted stock unit and each Liminal restricted stock unit outstanding immediately prior to the Effective Time will be assumed by New Hyperfine and will become a restricted stock unit with respect to a number of shares of New Hyperfine Class A common stock equal to the number of shares of Hyperfine common stock or Liminal common stock subject to such Hyperfine restricted stock unit or Liminal restricted stock unit immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share.

In addition to the consideration described above, New Hyperfine will issue to the holders of Hyperfine Outstanding Shares and Liminal Outstanding Shares as of immediately prior to the Effective Time, in accordance with their pro rata share, the Earn-Out Shares, if at any time during the period between the Closing Date and the third anniversary of the Closing Date (the “Earn-Out Period”), (i) the last share price of the Class A common stock is greater than or equal to $15.00 for any 20 trading days within any 30 consecutive trading day period, or (ii) in the event of a transaction that will result in shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value greater than or equal to $15.00. During the Earn-Out Period, if there is a transaction (other than for stock splits, stock dividends, special cash dividends, reorganizations, recapitalizations or similar transactions affecting the Class A common stock) that will result in the shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value less than $15.00, then the right to receive Earn-Out Shares will terminate. For more information, see “The Business Combination Agreement — The Business Combination Agreement — Consideration to Hyperfine Equityholders and Liminal Equityholders in the Business Combination.”

HealthCor Extraordinary Meeting and the Shareholder Proposals

The Special Meeting will be held ata.m., Eastern time, on, 2021. For the purposes of HealthCor’s Current Articles, the physical place of the meeting will be. In light of the coronavirus pandemic and to support the well-being of HealthCor’s shareholders, directors and officers, HealthCor encourages you to use remote methods of attending the Special Meeting or to attend via proxy. You may attend the Special Meeting and vote your shares electronically during the Special Meeting via live webcast by visiting. You will need the meeting control number that is printed on your proxy card to enter the Special Meeting. You may also attend the meeting telephonically by dialing. At the Special Meeting, HealthCor’s shareholders will be asked to approve the Business Combination Proposal, the Domestication Proposal, the Organizational Documents Proposal, the Advisory Charter Proposals, the Stock Issuance Proposal, the Director Election Proposal, the Incentive Plan Proposal and the Adjournment Proposal (if necessary).

The HealthCor board of directors has fixed the close of business on, 2021 (the “record date”) as the record date for determining the holders of HealthCor ordinary shares entitled to receive notice of and to vote at the Special Meeting. As of the record

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date, there wereClass A ordinary shares andClass B ordinary shares outstanding and entitled to vote at the Special Meeting. Each ordinary share entitles the holder to one vote at the Special Meeting on each proposal to be considered at the Special Meeting. As of the record date, the Sponsor and HealthCor’s directors and officers and their affiliates owned and were entitled to vote ordinary shares representing approximately% of HealthCor’s ordinary shares outstanding on that date. HealthCor currently expects that the Sponsor and its directors and officers will vote their shares in favor of the Shareholder Proposals and, pursuant to the IPO Letter Agreement and the Sponsor Letter Agreement, the Sponsor and directors and officers have agreed to do so. As of the record date, Hyperfine and Liminal did not beneficially hold any HealthCor ordinary shares.

A majority of the voting power of the issued and outstanding HealthCor ordinary shares entitled to vote at the Special Meeting must be present, in person (which would include presence at a virtual meeting) or represented by proxy, at the Special Meeting to constitute a quorum and in order to conduct business at the Special Meeting.

The approval of each of the Business Combination Proposal, the Advisory Charter Proposals, the Stock Issuance Proposal, the Director Election Proposal, the Incentive Plan Proposal and the Adjournment Proposal requires an ordinary resolution under Cayman Islands law, being the affirmative vote of the holders of a majority of the ordinary shares who, being present, either in person or by proxy, and entitled to vote on such matter, vote at the Special Meeting.

The approval of each of the Domestication Proposal and Organizational Documents Proposal requires a special resolution under the Cayman Islands Companies Act, being the affirmative vote of the holders of at least two-thirds of the ordinary shares who, being present, either in person or by proxy, and entitled to vote on such matter, vote at the Special Meeting.

The Business Combination is conditioned upon the approval of the Business Combination Proposal, the Domestication Proposal, the Organizational Documents Proposal, the Stock Issuance Proposal and the Incentive Plan Proposal, subject to the terms of the Business Combination Agreement. The Business Combination is not conditioned on the Advisory Charter Proposals, the Director Election Proposal or the Adjournment Proposal. If the Business Combination Proposal is not approved, the other Shareholder Proposals (except the Adjournment Proposal) will not be presented to the shareholders for a vote.

Recommendation of HealthCor’s Board of Directors

HealthCor’s board of directors has unanimously determined that the Business Combination Proposal is in the best interests of HealthCor and its shareholders, has unanimously approved the Business Combination Proposal, and unanimously recommends that shareholders vote “FOR” the Business Combination Proposal, “FOR” the Domestication Proposal, “FOR” the Organizational Documents Proposal, “FOR” each of the Advisory Charter Proposals, “FOR” the Stock Issuance Proposal, “FOR” the Director Election Proposal, “FOR” the Incentive Plan Proposal and “FOR” the Adjournment Proposal, in each case, if presented to the Special Meeting.

HealthCor’s Board of Directors’ Reasons for the Approval of the Business Combination

In considering the Business Combination, the HealthCor Board considered the following factors, among others:

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For a complete list of the factors considered by the HealthCor Board, see “The Business Combination Proposal — HealthCor’s Board of Directors’ Reasons for Approval of the Business Combination.”

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Regulatory Approvals

The Business Combination is subject to the expiration or termination of the waiting period (or any extension thereof) applicable under the HSR Act. The waiting period applicable under the HSR Act expired on August 13, 2021.

Conditions to Closing of the Business Combination

The consummation of the Business Combination is conditioned upon, among other things, (i) the approval by our stockholders of each Condition Precedent Proposal having been obtained; (ii) the applicable waiting period under the HSR Act relating to the Business Combination having expired or been terminated; (iii) after giving effect to the Business Combination and the related transactions, HealthCor having at least $5,000,001 of net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Exchange Act) immediately after the Effective Time; (iv) satisfaction of the Aggregate Transaction Proceeds Condition; and (v) the approval of Nasdaq of our initial listing application in connection with the Business Combination. Therefore, unless these conditions are waived by the applicable parties to the Business Combination Agreement, the Business Combination Agreement could terminate and the Business Combination may not be consummated. For further details, see “The Business Combination Agreement — Conditions to Closing of the Business Combination.”

Termination

The respective obligations of each party to the Business Combination Agreement to consummate the transactions contemplated by the Business Combination Agreement are subject to the satisfaction or, if permitted by applicable law, waiver by the party for whose benefit such condition exists, of the following conditions:

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Redemption Rights

Public Shareholders may seek to redeem the Public Shares that they hold, regardless of whether they vote for the Business Combination, against the Business Combination or do not vote in relation to the Business Combination. Any Public Shareholder may request redemption of their Public Shares for a per- share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account calculated as of two business days prior to the consummation of the Business Combination, including interest earned on the funds held in the Trust Account and not previously released to HealthCor to pay its taxes, if any, divided by the number of then issued and outstanding Public Shares. If a holder properly seeks redemption as described in this section and the Business Combination is consummated, the holder will no longer own these shares following the Business Combination.

Notwithstanding the foregoing, a Public Shareholder, together with any affiliate of such holder or any other person with whom such holder is acting in concert or as a “group” (as defined in Section 13(d)(3) of the Exchange Act) will be restricted from seeking redemption rights with respect to more than 15% of the shares of the Public Shares. Accordingly, if a Public Shareholder, alone or acting in concert or as a group, seeks to redeem more than 15% of the Public Shares, then any such shares in excess of that 15% limit would not be redeemed for cash.

The Sponsor and HealthCor’s initial shareholders will not have redemption rights with respect to any ordinary shares owned by them, directly or indirectly.

You will be entitled to receive cash for any Public Shares to be redeemed only if you:

A Public Shareholder may not withdraw a redemption request once submitted to HealthCor unless the board of directors of HealthCor determines (in its sole discretion) to permit the withdrawal of such redemption request (which they may do in whole or in part). Subject to the foregoing, if a Public Shareholder delivers its certificate (if any) and other redemption forms in connection with an election of its redemption and subsequently decides prior to the applicable date not to elect to exercise such rights, it may simply request that HealthCor permit the withdrawal of the redemption request and instruct its transfer agent to return the certificate (physically or electronically). The holder can make such request by contacting the transfer agent, at the address or email address listed in this proxy statement/prospectus.

If the Business Combination is not approved or completed for any reason, then Public Shareholders who elected to exercise their redemption rights will not be entitled to redeem their shares. In such case, HealthCor will promptly return any shares previously delivered by the Public Shareholders.

If a Public Shareholder exercises its redemption rights, then it will be exchanging its redeemed Public Shares for cash and will no longer own those Public Shares. You will be entitled to receive cash for your Public Shares only if you properly exercise your right to redeem the Public Shares that you will hold upon the Domestication, no later than two business days prior to the close of the vote on the Business Combination Proposal, and deliver your ordinary shares (either physically or electronically) to the transfer agent, prior toa.m., Eastern time, on, 2021, and the Business Combination is consummated. Immediately following the consummation of the Business Combination, HealthCor will pay Public Shareholders who properly exercised their redemption rights in respect of their Public Shares.

Appraisal Rights

The HealthCor shareholders do not have appraisal rights in connection with the Business Combination or the Domestication under the Cayman Islands Companies Act or under the DGCL.

Proxy Solicitation

Proxies may be solicited by mail, telephone or in person. HealthCor has engaged Morrow Sodali LLC to assist in the solicitation of proxies. If a shareholder grants a proxy, it may still vote its shares in person if it revokes its proxy before the Special Meeting. A

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shareholder also may change its vote by submitting a later- dated proxy as described in “The Extraordinary General Meeting — Revoking Your Proxy.”

Interests of HealthCor Directors and Officers in the Business Combination

In considering the recommendation of the board of directors of HealthCor to vote in favor of approval of the Business Combination Proposal, the Domestication Proposal, the Organizational Documents Proposal and the other Shareholder Proposals, shareholders should keep in mind that the Sponsor and certain members of the board of directors and officers of HealthCor have interests in such Shareholder Proposals that are different from, or in addition to, those of HealthCor’s shareholders generally. In particular:

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Stock Exchange Listing

HealthCor’s Class A ordinary shares are publicly traded on the Nasdaq under the symbol “HCAQ.” HealthCor has filed an initial listing application for the New Hyperfine Class A common stock with Nasdaq and believes that New Hyperfine will satisfy all criteria for initial listing upon completion of the Business Combination. If the application is approved, following the completion of the Business Combination, it is expected that the Class A common stock of New Hyperfine will trade on Nasdaq under the proposed symbol “HYPR.”

Sources and Uses of Funds

The following tables summarize the estimated sources and uses for funding the Business Combination assuming that (i) none of HealthCor’s outstanding Class A ordinary shares are redeemed in connection with the Business Combination (“no redemptions”) and (ii) 20,700,000 outstanding Class A ordinary shares are redeemed for an aggregate redemption payment of approximately $207.0 million, plus interest from the Trust Account (this amount represents the maximum amount that HealthCor may pay for redemptions while also satisfying the Aggregate Transaction Proceeds Condition) (the “maximum redemptions”). Where actual amounts are not known or knowable, the figures below represent Hyperfine’s and Liminal’s good faith estimates of such amounts assuming a Closing as of October 1, 2021 and Hyperfine Outstanding Shares and Liminal Outstanding Shares as of August 15, 2021.

Estimated Sources and Uses (No Redemptions of Public Shares, in millions)

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Estimated Sources and Uses (Maximum Redemptions of Public Shares, in millions)

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Accounting Treatment of the Business Combination

The Business Combination will be regarded as a reverse recapitalization in conformity with GAAP as Hyperfine’s and Liminal’s (in this section, the “Company”) controlling owner will retain control after the Business Combination. Under this method of accounting, the Company has been identified as the accounting acquirer (legal acquiree) while Healthcor is deemed the accounting acquiree (legal acquirer) for financial reporting purposes. Accordingly, for accounting purposes, the financial statements of New Hyperfine will represent a continuation of the financial statements of the Company with the Business Combination being treated as the equivalent of the Company issuing stock for the net assets of Healthcor, accompanied by a recapitalization. The net assets of the Company will be stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Business Combination will be those of the Company.

Comparison of Corporate Governance and Shareholder Rights

Following the consummation of the Business Combination, the rights of HealthCor shareholders who become New Hyperfine stockholders in the Business Combination will no longer be governed by HealthCor’s Current Articles and instead will be governed by the Proposed Charter and the Proposed Bylaws of New Hyperfine. See “Proposal No. 2 — The Domestication Proposal — Comparison of Corporate Governance and Shareholders.”

Summary of Risk Factors

An investment in our securities involves a high degree of risk. You should consider carefully all of the risks described below, together with the other information contained in this proxy statement/prospectus, before making a decision to invest in our securities. If any of the following events occur, our business, financial condition and operating results may be materially adversely affected. In that event, the trading price of our securities could decline, and you could lose all or part of your investment. Unless the context otherwise requires, references in the risks described below to the “Company” generally refer to Hyperfine, Liminal and Hyperfine’s

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consolidated subsidiary, collectively, in the present tense or New Hyperfine and its consolidated subsidiaries, including Hyperfine and Liminal, from and after the Business Combination. Such risks include, but are not limited to:

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Emerging Growth Company

We are an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies, including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”), reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Following the Business Combination, we expect that New Hyperfine will continue to be an emerging growth company.

Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a registration statement under the Securities Act declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. We have elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, we, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of New Hyperfine’s financial statements with another public company which is not an emerging growth company or is an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

We will remain an emerging growth company until the earlier of: (1) the last day of the fiscal year (a) following the fifth anniversary of the closing of HealthCor’s IPO, (b) in which we have total annual gross revenue of at least $1.07 billion, or (c) in which we are deemed to be a large accelerated filer, which means the market value of our common equity that is held by non-affiliates is $700 million or more as of the last business day of the most recently completed second fiscal quarter; and (2) the date on which we have issued more than $1.00 billion in non-convertible debt securities during the prior three-year period. References herein to “emerging growth company” have the meaning associated with it in the JOBS Act.

Controlled Company Exemption

Upon the completion of the Business Combination, Dr. Rothberg will be the beneficial owner of all outstanding shares of New Hyperfine Class B common stock and, as such, will control the voting power of our outstanding capital stock, as a result of which Dr. Rothberg will have the power to elect a majority of New Hyperfine’s directors. Pursuant to Nasdaq Listing Rules, a company of which more than 50% of the voting power for the election of directors is held by an individual, a group or another company qualifies as a “controlled company.” As a controlled company, New Hyperfine will be exempt from certain Nasdaq corporate governance requirements, including the requirements that (1) a majority of the New Hyperfine Board consists of independent directors, (2) the New Hyperfine Board have a compensation committee that is composed entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities and (3) the New Hyperfine Board have a nominating and corporate governance committee that is composed entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities. For at least some period following the Business Combination, New Hyperfine may utilize these exemptions since the New Hyperfine Board has not yet made a determination with respect to the independence of any directors. Pending such determination, you may not have the same protections afforded to stockholders of companies that are subject to all of these corporate governance requirements. If New Hyperfine ceases to be a “controlled company” and its shares continue to be listed on Nasdaq, New Hyperfine will be required to comply with these standards and, depending on the board’s independence determination with respect to our then-current directors, New Hyperfine may be required to add additional directors to its board in order to achieve such compliance within the applicable transition periods.

The controlled company exemptions do not modify the independence requirements for the audit committee, which will have to comply with the requirements of Rule 10A-3 of the Exchange Act and the rules of Nasdaq, including the requirement to have an audit committee comprised of at least three members, all of whom are independent.

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SELECTED HISTORICAL CONDENSED

FINANCIAL INFORMATION OF HEALTHCOR

HealthCor is providing the following selected historical financial information to assist you in your analysis of the financial aspects of the Business Combination.

HealthCor’s statement of operations data and cash flow data for the three months ended June 30, 2021 and for the period from November 18, 2020 (inception) through December 31, 2020, and balance sheet data as of June 30, 2021 are derived from HealthCor’s unaudited financial statements contained in its Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 filed with the SEC and its Annual Report on Form 10-K for the year ended December 31, 2020, and included elsewhere in this proxy statement/ prospectus.

The information is only a summary and should be read in conjunction with HealthCor’s condensed financial statements and related notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations of HealthCor” contained elsewhere herein. The historical results included below and elsewhere in this proxy statement/prospectus are not indicative of the future performance of HealthCor.

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SELECTED HISTORICAL COMBINED

FINANCIAL INFORMATION OF HYPERFINE AND LIMINAL

The following table sets forth summary historical combined financial information of Hyperfine and Liminal for the periods and as of the dates indicated. The summary historical combined financial information of Hyperfine and Liminal as of and for the years ended December 31, 2020, and 2019 was derived from the audited historical combined financial statement of Hyperfine and Liminal included elsewhere in this proxy statement/prospectus. The summary historical interim condensed consolidated and combined financial information of Hyperfine and Liminal as of June 30, 2021, and for the six months ended June 30, 2021 and 2020 was derived from the unaudited condensed consolidated and combined financial statements of Hyperfine and Liminal included elsewhere in this proxy statement/prospectus and has been prepared on a consistent basis as the audited combined financial statements.

The following summary historical combined financial information should be read together with Hyperfine’s and Liminal’s combined financial statements and accompanying notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations of Hyperfine and Liminal” appearing elsewhere in this proxy statement/ prospectus. The summary historical financial information in this section is not intended to replace Hyperfine’s and Liminal’s combined financial statements and the related notes thereto. Hyperfine’s and Liminal’s combined historical results are not necessarily indicative of the results that may be expected in the future.

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SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

(in thousands, except share and per share amounts)

The following selected unaudited pro forma condensed combined financial information has been derived from and should be read in conjunction with the unaudited pro forma condensed combined financial information, including the notes thereto, which is included in this proxy statement/prospectus under the section titled “Unaudited Pro Forma Condensed Combined Financial Information.” The selected unaudited pro forma condensed combined statements of operations for six months ended June 30, 2021 and the year ended December 31, 2020 combine the historical statement of operations of HealthCor and the historical combined statement of operations of Hyperfine and Liminal, giving effect to the Business Combination as if it had occurred on January 1, 2020. The selected unaudited pro forma condensed combined balance sheet as of June 30, 2021 combines the historical balance sheet of HealthCor and the historical combined balance sheet of Hyperfine and Liminal, giving effect to the Business Combination as if it had occurred on June 30, 2021.

The selected unaudited pro forma condensed combined financial information has been prepared to illustrate the effect of the Business Combination and has been prepared for informational purposes only. The unaudited pro forma condensed combined statements of operations are not necessarily indicative of what the actual results of operations would have been had the Business Combination taken place on the date indicated, nor are they indicative of the future consolidated results of operations of the post-combination company. The pro forma adjustments are based on the information currently available. Actual results may differ materially from the assumptions within the accompanying unaudited pro forma condensed combined financial information.

The historical financial information has been adjusted to give pro forma effect to the following events that are related and/or directly attributable to the Business Combination. The unaudited pro forma condensed combined financial information has been prepared using the assumptions below with respect to the potential redemption of HealthCor’s Class A common stock into cash:

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