Theratechnologies Announces Completion of Acquisition by Future Pak

Core Viewpoint - Theratechnologies Inc. has completed a plan of arrangement under Chapter XVI – Division II of the Business Corporations Act (Québec), resulting in the acquisition of all its common shares by CB Biotechnology, LLC for US$3.01 per share in cash, plus contingent value rights (CVRs) that could yield additional payments of up to US$1.19 per CVR if certain milestones are met [1][4]. Group 1: Acquisition Details - The Purchaser has acquired all issued and outstanding common shares of Theratechnologies for US$3.01 per share in cash [1]. - Each CVR entitles the holder to additional payments of up to US$1.19 if specific milestones are achieved, with a fair market value of US$0.80 per CVR as of September 24, 2025 [3]. - The consideration for the shares has been remitted to Computershare Investor Services Inc. for distribution to former shareholders [2]. Group 2: Regulatory and Market Impact - Following the completion of the arrangement, Theratechnologies' shares are expected to be de-listed from the Toronto Stock Exchange and the Nasdaq Capital Market on September 26 and 25, 2025, respectively [4]. - The Company will apply to cease being a reporting issuer under Canadian securities laws and will deregister its shares under the U.S. Securities Exchange Act of 1934 [4]. Group 3: Company Background - Theratechnologies is a commercial-stage biopharmaceutical company focused on innovative therapies that aim to redefine standards of care [6]. - Future Pak, the Purchaser's affiliate, is a privately held contract manufacturer and distributor of pharmaceutical and nutraceutical products, established in 1977 [7].