Quipt Home Medical (QIPT) Proxy Filing summary

Executive summary

• A special meeting is scheduled for March 3, 2026, for shareholders to vote on a proposed acquisition of all outstanding shares at $3.65 per share in cash, resulting in the company becoming a wholly owned subsidiary and ceasing to be publicly traded.

• The board unanimously recommends voting in favor, citing a premium to recent trading prices, immediate liquidity, and fairness opinions from two independent advisors.

• The transaction is structured as a statutory plan of arrangement under British Columbia law, requiring both shareholder and court approval.

• The process included a comprehensive strategic review, engagement with multiple potential buyers, and a competitive bidding process.

Voting matters and shareholder proposals

• Shareholders will vote on the arrangement resolution and any other business that may arise at the meeting.

• Approval requires at least 66 2/3% of votes cast and a simple majority excluding certain related parties, as per MI 61-101.

• Dissent rights are available to registered shareholders who follow strict procedures.

• If the arrangement is not approved, the company will remain public and no consideration will be paid.

Board of directors and corporate governance

• The board formed a Strategic Transactions Committee, comprised of all directors, to oversee the process and manage conflicts of interest.

• Certain directors and officers have entered into voting agreements to support the transaction.

• The board considered potential conflicts and abstentions where appropriate.