Quipt Home Medical Completes the Previously Announced Arrangement With Affiliates of Kingswood and Forager

Executive Summary

• Quipt Home Medical Corp. completed a court‑approved plan of arrangement, selling all outstanding common shares to 1567208 B.C. Ltd. for US$3.65 per share.
• The transaction converts Quipt into a privately held company; its Nasdaq and TSX securities will be delisted on March 17 2026, and the company will cease public reporting obligations in Canada and the U.S.
• All outstanding employee stock options and RSUs were exercised/settled at cash based on the purchase price, then cancelled.

Key Details

• Purchaser & Funding: 1567208 B.C. Ltd., funded by affiliates of Kingswood Capital Management, L.P. and Forager Capital Management, LLC.
• Consideration: US$3.65 per Quipt share (cash).
• Shareholder Approval: Arrangement approved pursuant to the Business Corporations Act (British Columbia) and an arrangement agreement dated 14 Dec 2025.
• Option Treatment: Every outstanding option (“Quipt Option”) was deemed vested, exercised, and cancelled. Holders received cash equal to (Number of underlying shares × (Purchase price – Exercise price)); if the exercise price ≥ $3.65, the option was cancelled with no payment.
• RSU Treatment: All outstanding restricted share units (“Quipt RSUs”) were transferred to the company and cancelled in exchange for cash equal to the purchase price per share (net of withholdings).
• Delisting Schedule: Shares ceased trading and will be delisted from Nasdaq Capital Market and Toronto Stock Exchange at close of business on 17 Mar 2026.
• Reporting Status: Company intends to apply to cease being a reporting issuer in Canada and terminate U.S. public reporting obligations.
• Advisors – Legal: DLA Piper (Company, Canada & U.S.), McDermott Will & Schulte LLP (U.S.), Fasken Martineau DuMoulin LLP (Kingswood, Forager, Purchaser).
• Advisors – Financial: Truist Securities, Inc. (financial advisor to Company and Strategic Transactions Committee); Evans & Evans, Inc. (independent financial advisor to Company); UBS Investment Bank (exclusive financial advisor to Kingswood).
• Shareholder Advisory: Carson Proxy Advisors acted as strategic shareholder advisor and proxy solicitation agent for the Arrangement.

Notable Quotes

“We are pleased to announce the successful conclusion of this transformative transaction, which initiates an exciting new phase for Quipt as a privately held entity.” – Greg Crawford, CEO

“Today marks an exciting milestone for Quipt… we look forward to supporting the team, investing in the platform, and driving long‑term growth.” – Michael Niegsch (Kingswood) & Johnny Wilhelm (Forager)