Theratechnologies Announces Independent Proxy Advisor Firms ISS and Glass Lewis Recommend Shareholders Vote “FOR” the Proposed Plan of Arrangement with Future Pak

Core Viewpoint - Theratechnologies Inc. has received recommendations from two independent proxy advisory firms, ISS and Glass Lewis, to vote "FOR" the special resolution for a plan of arrangement with CB Biotechnology, LLC, which involves a cash acquisition of the company's shares and contingent value rights [1][3][4]. Arrangement Details - The Purchaser will acquire all issued and outstanding common shares of Theratechnologies for a price of US$3.01 per Share in cash, plus one contingent value right per Share, which could provide additional cash payments of up to US$1.19 per CVR if certain milestones are achieved [2]. Recommendations from Advisory Firms - ISS recommends voting "FOR" the Arrangement due to the sizeable cash premium, additional upside from the CVRs, robust process, credible valuation, and non-approval risk [3]. - Glass Lewis supports the Arrangement, noting that the company undertook a reasonably extensive review process and that Future Pak presented the best offer after two broad market checks [4]. Board of Directors' Position - The Board of Directors unanimously recommends that shareholders vote "FOR" the Arrangement, considering it in the best interests of the company and fair to its shareholders [5]. Meeting Details - A special meeting for shareholders will be held on September 12, 2025, in a hybrid format, allowing both in-person and virtual attendance [6].