Leading Independent Proxy Advisory Firm Glass Lewis Endorses Aptose Plan of Arrangement

Executive Summary

• Glass Lewis recommends Aptose shareholders vote “FOR” the proposed acquisition of all outstanding Aptose common shares by Hanmi Pharmaceutical and its subsidiary.
• The special shareholder meeting has been reconvened to March 31, 2026 (virtual) with a voting deadline of 11:00 a.m. EST on March 27, 2026.
• Completion of the transaction remains subject to customary closing conditions, including court approval and TSX clearance.

Key Details

• Transaction: Hanmi Pharmaceutical Co. Ltd. and HS North America Ltd. (collectively “Hanmi Purchasers”) will acquire 100% of Aptose’s outstanding common shares not already owned by them.
• Proxy Recommendation: Glass Lewis, an independent proxy advisory firm, advises shareholders to vote “FOR” the Arrangement Resolution and the Continuance Resolution (conversion from CBCA to ABCA corporation).
• Board Position: Aptose’s Special Transaction Committee and Board of Directors unanimously recommend voting “FOR” both resolutions.
• Meeting Information:
• Reconvened special meeting date: March 31, 2026 at 11:00 a.m. EST (virtual audio webcast).
• Record date for voting eligibility: close of business on February 24, 2026.
• Proxy deadline: 11:00 a.m. EST on March 27, 2026.
• Regulatory Context: Meeting reconvened after SEC comments on the Schedule 13E‑3 filing; an interim court order (Dec 12, 2025) authorizes the meeting.
• Closing Conditions: Transaction subject to customary conditions, including:
• Final court approval.
• TSX (Toronto Stock Exchange) approval.
• Satisfaction of any other regulatory or shareholder approvals.
• Shareholder Assistance: Morrow Sodali (Canada) Ltd. retained to assist with proxy solicitation; contact details provided for voting assistance.

Notable Quotes

(No direct CEO/President quotes included in the release.)