Velan Holding to sell its entire holdings in Velan Inc. to Birch Hill Equity Partners

MONTREAL, Jan. 14, 2026 (GLOBE NEWSWIRE) -- Velan Inc. (TSX: VLN) (“Velan” or the “Company”) today announced that its controlling shareholder, Velan Holding Co. Ltd. (“Velan Holding”), the sole holder of the Company’s multiple voting shares, has agreed to sell its 15,566,567 multiple voting shares and one subordinate voting share (representing approximately 72.1% of the Company’s outstanding shares and 92.8% of its aggregate voting rights) to funds managed by Birch Hill Equity Partners Management Inc. (“Birch Hill”), at a price of C$13.10 per share, for aggregate gross proceeds of C$203,922,040.80 to Velan Holding and two other entities associated with shareholders of Velan Holding (the “VH Transaction”). Birch Hill is a leading Canadian investment partner with a 30-year track record of deploying patient capital and operational expertise to scale market leaders for long-term global growth.

Pursuant to a pre-closing reorganization, Velan Holding will, among other things, convert 2,290,075 multiple voting shares into the same number of subordinate voting shares. Therefore, giving effect to such pre-closing reorganization, 13,276,492 multiple voting shares and 2,290,076 subordinate voting shares will be sold to Birch Hill on closing of the VH Transaction (representing approximately 72.1% of the Company’s outstanding shares and 91.9% of its aggregate voting rights) (collectively the “VH Transaction Shares”).

The VH Transaction is expected to close in the first half of 2026, subject to the receipt of the required regulatory approvals and other customary closing conditions. The completion of the VH Transaction is not subject to any financing condition or approval by the Company’s shareholders.

Birch Hill is purchasing the VH Transaction Shares pursuant to the private agreement exemption from the take-over bid requirements of National Instrument 62-104 – Take-Over Bids and Issuer Bids.

Birch Hill intends to maintain the Company’s significant presence in Quebec including the Montreal head office, ensuring that Velan remains active in the local industrial sector while benefiting from the resources and capital necessary for its next phase of growth across Canada and internationally.

“We are excited to welcome Birch Hill as a long-term partner in Velan's continued journey. Birch Hill's demonstrated success supporting Canadian leaders aligns with our strategy and values. By combining their deep operational expertise and improved access to capital, we will be in a strong position to focus on accelerating execution of our business plans and working to deliver exceptional value to our customers, employees, shareholders and other stakeholders," said James A. Mannebach, Chief Executive Officer of Velan. “The Company continues to draw inspiration from and aspire to further the remarkable 75-year legacy of the founder of our business, A.K. Velan, and the leadership provided by the Velan family.”