Mr. Peter Bak reports
KOVO+ ANNOUNCES SPECIAL COMMITTEE AND STRATEGIC REVIEW PROCESS
Further to Kovo+ Holdings Inc.'s (Kovo) news release of Aug. 6, 2026, the company's board of directors has established a special committee of directors to, among other things, lead the company's evaluation of strategic and financing alternatives in connection with the default notice and demand for repayment received from its secured creditor, Avonlea Ventures #2 Inc. (AVI).
The special committee has been authorized by the board to review, evaluate, and, as appropriate, negotiate and make recommendations to the board with respect to various potential strategic transactions and alternatives available to the Company as a result of the alleged events of default under the company's second amended and restated senior loan and security agreement dated Aug. 29, 2024, and secured promissory grid note dated May 1, 2025, both as extended and amended pursuant to extension agreements dated May 1, 2025, June 30, 2025, July 31, 2025, Aug. 29, 2025, and April 20, 2026. To assist in its work, the special committee may engage professional advisers as it considers appropriate, including legal, financial and accounting advisers.
While the special committee conducts its evaluation, the company remains committed and is engaging in continuing discussions with AVI to identify, review and evaluate viable solutions available to the company. The company has also initiated a comprehensive search for a new chief executive officer, and is considering both internal and external candidates. For the purpose of establishing continuity during this crucial period, Chris Burch, the current president of HEAL Global Holdings Inc., the company's wholly owned subsidiary responsible for Kovo's revenue cycle management and credentialing business, has agreed to serve as interim chief executive officer of the company, such appointment being supported by the entire board of directors.
In addition, as AVI has expressed its expectation that the company adhere to certain timelines and because it is acknowledged that any negotiated arrangement between the company and AVI will require disinterested shareholder approval pursuant to Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, the company has determined that it is necessary to immediately call a special meeting of shareholders for Oct. 1, 2026, on a preemptive basis to consider, and if thought fit, transactions which may be proposed by AVI, in co-operation with the special committee, in the coming weeks. Details regarding any transactions proposed by AVI and which require disinterested shareholder approval will be set forth in an information circular delivered to shareholders in due course in compliance with applicable law. Such special meeting may be adjourned, postponed, delayed or cancelled should negotiations not result in a mutually beneficial transaction proposal.
The company has not yet determined a definitive timeline for the completion of these processes and negotiations (other than in respect of the earliest timing of the special meeting), and does not intend to comment further unless and until it determines that additional disclosure is appropriate in the circumstances and in accordance with applicable securities laws. Kovo cautions that there are no guarantees that the processes will result in any particular outcome. The company will continue to operate its business as usual as it undertakes these processes.
About Kovo+ Holdings Inc.
Kovo is a versatile technology company leading the charge in AI (artificial intelligence) initiatives to drive impact and innovation across diverse industries. Kovo remains committed to its core business model of strategic growth opportunities within mid-market medical billing firms, where exploitive business optimization synergies exist. Moving forward, Kovo will integrate accretive broader health care sector additions to its portfolio and opportunities beyond in multiple new markets. Dedicated to revolutionizing business process optimization through technological advancements and evolving AI-applied methods, Kovo embodies a commitment to ensured and enduring profitability.
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