LIMERICK, Ireland, July 13, 2026 (GLOBE NEWSWIRE) -- kneat.com, inc. (TSX: KSI) (OTCQX: KSIOF), (“Kneat” or the “Company”), the global leader in digital validation and quality process automation today announced that leading proxy advisory firms Institutional Shareholder Services Inc. (“ISS”) and Glass Lewis have both recommended that Kneat shareholders vote “FOR” the arrangement agreement (the “Proposed Transaction”) whereby Kneat will be acquired by an affiliate of Thoma Bravo, L.P. (“Thoma Bravo”) at the upcoming Special Meeting of Shareholders (the “Meeting”), to be held on July 30, 2026 at 10:00 a.m. Toronto time. Kneat shareholders of record as of June 25, 2026, are eligible to vote at the Meeting.
As part of their recommendations, ISS and Glass Lewis highlighted the robustness of the strategic review process, the attractive nature of the all-cash consideration, and the Proposed Transaction’s premium valuation.
ISS noted the following in its report:
- “The offer is the result of a robust auction process, and there is no clear evidence to suggest the valuation is not credible…”
- “The transaction provides certain and immediate liquidity through premium cash consideration.”
Glass Lewis noted the following in its report:
- “Overall, the transaction offers shareholders immediate cash value at a meaningful premium, follows a broad and competitive strategic review process and includes procedural safeguards that help mitigate the potential concerns associated with insider rollover participation.”
- “From a strategic perspective, the transaction would provide shareholders with cash certainty and remove exposure to the execution risks associated with remaining a standalone public company.”
- “Shareholders could therefore take comfort from the breadth of the market check, the competitive nature of the process and the fact that the final offer was materially above the other final proposal.”
“We are pleased that both leading proxy advisory firms recognize the robust strategic review process undertaken by the Board and the Special Committee, as well as the value inherent in this transaction,” said Carol Leaman, Chair of the Special Committee of the Board of Directors. “These recommendations further reinforce the Board’s unanimous belief that this is the best path forward for shareholders to realize immediate, significant, and certain value for their investment. With our Special Meeting fast approaching, we encourage all Kneat shareholders to follow the recommendations of ISS and Glass Lewis and vote for the transaction with Thoma Bravo today.”
Your vote is important no matter how many shares you own. Please take a moment to vote FOR the Proposed Transaction by July 28, 2026 at 10:00 a.m. Toronto time.
Votes can be submitted:
| | Registered Shareholders
Shares held in own name and represented by a physical certificate or DRS and have a 15-digit control number | Beneficial Shareholders
Shares held with a broker, bank or other intermediary and have a 16-digit control number |
| Online | www.investorvote.com | www.proxyvote.com |
| By Phone | Domestic: 1-866-732-8683
International: 1-312-588-4290 | Call the applicable number listed on the voting instruction form. |
| By Mail | Return the form of proxy in the enclosed postage paid envelope. | Return the voting instruction form in the enclosed postage paid envelope. |
If you have any questions or require any assistance voting please contact Kneat’s strategic shareholder advisor and proxy solicitation agent, Laurel Hill Advisory Group, by calling 1-877-452-7184 (toll-free within North America) or 1-416-304-0211 (outside of North America), texting “INFO” to either number, or by emailing assistance@laurelhill.com.
About Kneat
Kneat Solutions provides leading companies in highly regulated industries with unparalleled efficiency in validation and compliance through its digital validation platform Kneat Gx. As an industry leader in customer satisfaction, Kneat boasts an excellent record for implementation, powered by our user-friendly design, expert support, and on-demand training academy. Kneat Gx is an industry-leading digital validation platform that enables highly regulated companies to manage any validation discipline from end-to-end. Kneat Gx is fully ISO 9001 and ISO 27001 certified, fully validated, and 21 CFR Part 11/Annex 11 compliant. Optional AI capabilities within Kneat Gx accelerate the validation lifecycle, from content generation to review and analysis, while maintaining full GxP compliance, governance, and data integrity. Multiple independent customer studies have shown that Kneat Gx reduces man-hours associated with validation documentation by up to 50%, accelerates review and approval cycles by up to 50%, and consistently supports higher standards of regulatory compliance. For more information visit www.kneat.com.
For further information:
Katie Keita
Investor Relations Lead
+1 902-706-9074
katie.keita@kneat.com
Adam Pollack/Kelly Sullivan
Joele Frank, Wilkinson Brimmer Katcher
+1 212 355-4449
Kneat-JF@joelefrank.com
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