Mr. Greg Crawford reports
QUIPT HOME MEDICAL COMPLETES THE PREVIOUSLY ANNOUNCED ARRANGEMENT WITH AFFILIATES OF KINGSWOOD AND FORAGER
Quipt Home Medical Corp. has successfully completed the previously announced plan of arrangement under the provisions of the Business Corporations Act (British Columbia) in accordance with an arrangement agreement dated Dec. 14, 2025, among the company, 1567208 B.C. Ltd. (the purchaser) and REM Aggregator LLC.
Pursuant to the arrangement, and in accordance with the terms of the arrangement agreement, the purchaser, which included funding from, amongst others, affiliates of each of Kingswood Capital Management LP and Forager Capital Management LLC, acquired all of the issued and outstanding common shares of the company for cash consideration of $3.65 (U.S.) per share.
Greg Crawford, chief executive officer of the company, said: "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. On behalf of our board of directors and management team, I extend our sincere gratitude to our shareholders for their trust, support and strong endorsement throughout this process. We believe this transaction strategically positions the company for sustained long-term success. We wish to express our appreciation to all advisers, with particular acknowledgment to our legal advisers at DLA Piper for their exceptional guidance during this transaction."
Kingswood partner Michael Niegsch and Forager partner Johnny Wilhelm jointly commented: "Today marks an exciting milestone for Quipt. We are grateful to Greg Crawford, Hardik Mehta and the entire Quipt team for the strong foundation they have built, and we are thrilled to officially begin our partnership together. Quipt's culture, patient-first approach and commitment to clinical excellence have positioned the company as a leader in home-based respiratory care. As we move forward, our focus will be on supporting the team, investing in the platform and building upon the company's momentum to drive long-term growth."
Upon completion of the arrangement; (a) each outstanding option to acquire shares outstanding immediately prior to completion of the arrangement (whether vested or unvested) was deemed to be unconditionally vested and exercisable and such Quipt option was, without any further action by, or on behalf of, the holder of such Quipt option, deemed to be surrendered and transferred by such holder to the company, in exchange for solely a cash payment (net of applicable withholdings) from the company, in an amount equal to the product of (i) the number of shares underlying such Quipt option, multiplied by (ii) the amount by which the consideration exceeded the exercise price of such Quipt option, and each such Quipt option was immediately cancelled (however, if the exercise price of a Quipt option was equal to or greater than the consideration, such Quipt option was cancelled without provision of any consideration, and neither the company nor the purchaser was obligated to pay to the holder of such Quipt option any amount in respect of such Quipt option); and (b) each restricted share unit of the company (each, a Quipt RSU) outstanding immediately prior to completion of the arrangement (whether vested or unvested) was, without any further action by or on behalf of the holder of such Quipt RSU, deemed to be transferred by such holder to the company in exchange solely for a cash payment in an amount equal to the consideration (net of applicable withholdings) and all Quipt RSUs were immediately cancelled.
With the completion of the arrangement, the shares ceased trading on, and will be delisted from, the Nasdaq Capital Markets and will cease trading on, and be delisted from, the Toronto Stock Exchange (the TSX) at close of business on March 17, 2026. The company intends to apply to cease to be a reporting issuer in Canada, and to terminate its public reporting obligations in Canada and the U.S. Further details regarding the arrangement are set out in the company's management information circular and proxy statement dated Jan. 23, 2026, which is available under the company's profile on SEDAR+ and on EDGAR.
Advisers
DLA Piper acted as legal counsel to the company in Canada and the United States, McDermott Will & Schulte LLP, in the U.S., and Fasken Martineau DuMoulin LLP, in Canada, acted as legal counsel to Kingswood, Forager and the purchaser.
Truist Securities Inc. acted as financial adviser, and Evans & Evans Inc. acted as independent financial adviser, to the company and the strategic transactions committee of the board of directors of the company. UBS Investment Bank acted as exclusive financial adviser to Kingswood.
The company retained Carson Proxy Advisors as its strategic shareholder adviser and proxy solicitation agent in connection with the arrangement.
About Quipt Home Medical Corp.
The company provides in-home monitoring and disease management services including end-to-end respiratory solutions for patients in the United States health care market. It seeks to continue to expand its offerings to include the management of several chronic disease states focusing on patients with heart or pulmonary disease, sleep disorders, reduced mobility, and other chronic health conditions. The primary business objective of the company is to offer a broader range of services to patients in need of in-home monitoring and chronic disease management.
We seek Safe Harbor.
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