Theratechnologies Responds to Future Pak's Press Release and Announces Exclusive Discussions with Another Potential Acquiror for the Sale of the Company

Core Viewpoint - Theratechnologies Inc. is currently in discussions regarding a potential acquisition by Future Pak, LLC, with a special committee formed to evaluate the proposals and ensure the best interests of the Company and its stakeholders are met [1][2]. Group 1: Acquisition Proposals - Future Pak has conducted extensive due diligence on Theratechnologies and negotiations for a definitive agreement are ongoing [1]. - A "go shop" provision is expected to be included in any definitive agreement, allowing Theratechnologies to engage with other potential acquirers after the agreement is signed [1]. - The Company received an unsolicited non-binding acquisition proposal from Future Pak in August 2024, which was rejected due to unattractive terms [6]. Group 2: Special Committee and Advisors - A special committee of independent directors has been established to review acquisition proposals and determine the best course of action [2]. - The special committee is being advised by Barclays Capital Inc. as a financial advisor and Fasken Martineau DuMoulin LLP as external legal counsel [2]. Group 3: Future Engagements - Future Pak's proposals were made without completing due diligence beyond publicly available information, and the Company has indicated that Future Pak will have future opportunities to engage [6]. - The Company does not intend to provide further updates on the acquisition discussions to allow the special committee to focus on its mandate [3].