CINCINNATI—Quipt Home Medical Corp., a U.S.-based home medical equipment provider focused on end-to-end respiratory care, announced that it received an unsolicited nonbinding and conditional and indicative proposal from Forager Capital Management, LLC (FCM) to acquire 100% of the company’s issued and outstanding common shares at a price of $3.10 per common share (the nonbinding proposal).
Quipt said it is its policy not to comment on unsolicited offers, and it is confirming the receipt of the nonbinding proposal only because Forager has made it public. As previously disclosed, the company entered into a nondisclosure and standstill agreement, dated Feb. 1, with Forager Fund, L.P. and FCM (collectively, with Forager Fund, Forager). The agreement provides that Forager and other representatives of Forager will, for a period of six months after the date of the agreement, not directly or indirectly acquire (or propose or agree to acquire), by purchase or otherwise, any equity securities or assets of Quipt, or rights or options to acquire interests in any of Quipt’s equity securities or assets (the standstill) without the prior advance approval in writing by the Board of Directors of the company. The Agreement also provides for customary terms related to the nondisclosure and use of confidential information of Quipt. The board did not provide Forager with any prior written approval for a waiver of the confidentiality provision or the Standstill provision relating to the issuance of the nonbinding proposal.
In consultation with its financial and legal advisors, the board remains focused on the best long-term interests of the company to drive sustainable value for its shareholders. The company does not intend to comment further on the nonbinding proposal, unless it is required to do so in accordance with applicable law.