Vapotherm (VAPO) Proxy Filing summary

Executive summary

• Entered into a definitive Merger Agreement on June 17, 2024, with Veronica Holdings, LLC and affiliates, to take the company private and restructure its capital.

• New equity capital will be raised, and a significant portion of debt will be converted into preferred equity by SLR, with additional investment from Perceptive.

• The transaction aims to provide financial stability and redirect resources from public company requirements to growth and profitability.

• Forward-looking statements highlight expectations for stockholder approval, transaction completion, and future business direction, subject to various risks and uncertainties.

Voting matters and shareholder proposals

• Stockholders will be asked to vote on the proposed merger and related matters at a forthcoming meeting.

• Voting decisions should be based on the Proxy Statement and Schedule 13E-3, which will contain detailed information about the transaction.

Board of directors and corporate governance

• Directors, officers, and certain employees are participants in the proxy solicitation for the proposed transaction.

• Information about directors and executive officers is available in the 2023 Form 10-K/A and will be updated in future SEC filings.