Jack Nathan Medical Corp. Announces CEO Transition and Strategic Investor Alignment

Executive Summary

• Mike Marchelletta steps down as CEO and Vice‑Chairman to lead a prospective investor syndicate evaluating a strategic transaction for the Company.
• Michael Di Cesare, former COO and co‑founder, is appointed Interim CEO and Vice‑Chairman effective immediately.
• The Company has eliminated approximately $15 million of debt and cancelled about 140 million common shares tied to legacy debenture financing, markedly strengthening its capital structure.

Key Details

• Leadership Transition
• Mike Marchelletta resigns as CEO/Vice‑Chairman; will focus on evaluating a potential strategic transaction for Jack Nathan Medical Corp.

• Michael Di Cesare appointed Interim CEO and Vice‑Chairman, providing operational continuity.

• Governance & Alignment Measures (Lock‑up)

• Four‑month lock‑up agreement covering 21,000,000 common shares held by Marchelletta; no intent to sell during period.

• Voting rights for these shares temporarily assigned to Di Cesare as trustee for the lock‑up duration.

• Compensation Deferral

• Marchelletta will defer his executive compensation (including previously disclosed deferred President’s salary) at zero interest to support the Company’s operational and strategic initiatives.

• Balance Sheet Optimisation

• Approximate elimination of $15 million in debt.

• Cancellation of roughly 140 million common shares that were issuable under legacy debenture financing arrangements, enhancing capital structure and strategic flexibility.

• Strategic Outlook

• Company will continue to explore “value‑enhancing strategic transactions” and other growth opportunities while focusing on disciplined balance‑sheet strengthening.

Notable Quotes

• Mike Marchelletta: “This transition reflects my continued confidence in the Company’s platform and long‑term potential… we can unlock new pathways for capital, partnerships, and growth that maximise value for all shareholders.”
• Michael Di Cesare: “I am focused on advancing the Company through this next phase with discipline and momentum—strengthening the balance sheet, progressing value‑accretive strategic initiatives, and positioning the Company for sustainable growth and renewed market engagement.”