Company Announcements

LAVAL, Québec--(BUSINESS WIRE)--May 20, 2026-- Crescita Therapeutics Inc.(TSX: CTX and OTC US: CRRTF) (“Crescita” or the “Company”) is pleased to announce that it has obtained a final court order from the Ontario Superior Court of Justice (Commercial List) approving its previously announced plan of arrangement (the “Arrangement”) with ClinActiv Holdings Inc. (“ClinActiv”) and its wholly-owned subsidiary (the “Purchaser”), pursuant to which the Purchaser will acquire all of the issued and outstanding common shares of the Company (the “Shares”) in exchange for all-cash consideration, subject to the terms and conditions of the arrangement agreement dated March 14, 2026 (the “Arrangement Agreement”). The target purchase price is $0.80 per Share, subject to upward or downward adjustment based on the Company’s net working capital balance at the closing of the Arrangement, subject to a minimum purchase price of $0.75 per Share.

The Company expects the Arrangement to be completed in the second quarter of 2026, subject to the satisfaction or waiver of all conditions to the Arrangement. Upon closing of the Arrangement, it is expected that the Shares will be delisted from the Toronto Stock Exchange (“TSX”) and that the Company will apply to the applicable Canadian securities regulators to cease to be a reporting issuer under applicable Canadian securities laws. The final consideration payable under the Arrangement is expected to be announced by press release in advance of the closing of the Arrangement.

About Crescita

Crescita (TSX:CTX and OTC US: CRRTF) is a growth-oriented, innovation-driven Canadian commercial dermatology company with in-house R&D and manufacturing capabilities. The Company offers a portfolio of high-quality, science-based non-prescription skincare products and a commercial stage prescription product, Pliaglis^®. We also own multiple proprietary transdermal delivery platforms that support the development of patented formulations to facilitate the delivery of active ingredients into or through the skin. For more information, visit www.crescitatherapeutics.com.

About ClinActiv

ClinActiv is a global dermatology and consumer health platform focused on building science-driven products and businesses. Through cross-border collaboration, strategic partnerships and targeted acquisitions, ClinActiv aims to develop and scale differentiated products and platforms across North America, China, Europe and other global markets.

Forward-Looking Statements

Certain information set forth in this news release including, without limitation, management’s expectations with respect to: the completion of the Arrangement and the timing thereof; the purchase price payable under the Arrangement (including adjustments thereto); the satisfaction of the conditions to closing; the delisting of the Shares from the TSX and the Company’s intention to cease to be a reporting issuer, is forward-looking information within the meaning of applicable securities laws. Forward-looking information may in some cases be identified by words such as “may”, “will”, “anticipates”, “expects”, “intends” and similar expressions referencing future events or future performance.

Forward-looking information is, by its nature, subject to numerous risks and uncertainties, some of which are beyond the Company’s control. The forward-looking information contained in this news release is based on certain expectations and assumptions made by the Company, including expectations and assumptions concerning the satisfaction of the conditions to closing, the Company’s cash balance and net working capital as of closing, the delisting of Shares from the TSX and the submission of the application to cease to be a reporting issuer following the delisting of the Shares.

Forward-looking information is subject to various risks and uncertainties which could cause actual results and experience to differ materially from the anticipated results or expectations expressed in this news release. The key risks and uncertainties include, but are not limited to: general global economic, market and business conditions; failure to satisfy the conditions to the completion of the Arrangement; diversion of management time on the Arrangement; the possibility that the Arrangement Agreement may be terminated in certain circumstances; and other factors, many of which are beyond the control of the Company. The anticipated timeline for completion of the Arrangement may change for a number of reasons, including the need for additional time to satisfy the conditions to the completion of the Arrangement. As a result of the foregoing, readers should not place undue reliance on the forward-looking information contained in this news release concerning the timing of the Arrangement or whether the Arrangement will be completed. A comprehensive discussion of other risks that impact the Company is included in the Company’s most recent Annual Information Form dated March 30, 2026, under the heading “Risk Factors”, and are described from time to time in the reports and disclosure documents filed by the Company with Canadian securities regulatory agencies and commissions which are available under Crescita’s profile at www.sedarplus.ca.

Readers are cautioned that undue reliance should not be placed on forward-looking information as actual results may vary materially from the forward-looking information. Crescita does not undertake to update, correct or revise any forward-looking information as a result of any new information, future events or otherwise, except as may be required by applicable law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260520975196/en/

FOR MORE INFORMATION, PLEASE CONTACT:

Linda Kisa, CPA, CA
Vice-President, Corporate Affairs and Secretary
Email: lkisa@crescitatx.com

Source: Crescita Therapeutics Inc.