Forager Fund Files 13D on Quipt Home Medical

TL;DR

**FORAGER FUND NOW HAS A SAY IN QUIPT HOME MEDICAL - 13D FILED**

AI Summary

Forager Fund, L.P., along with Edward Kissel and Robert MacArthur, has filed a Schedule 13D on December 11, 2024, indicating a change in their beneficial ownership of Quipt Home Medical Corp. The filing details their holdings and intentions regarding the company's securities.

Why It Matters

This filing signals a significant stakeholder's increased attention or potential activism regarding Quipt Home Medical Corp., which could influence the company's strategic direction or stock performance.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or activist campaigns, introducing uncertainty and potential volatility for the subject company's stock.

Key Players & Entities

• Forager Fund, L.P. (company) — Filing entity
• Edward Kissel (person) — Group member
• Robert MacArthur (person) — Group member
• Quipt Home Medical Corp. (company) — Subject company
• Forager Capital Management, LLC (company) — Manager for Forager Fund

FAQ

Key Financial Figures

• $13,355,544.40 — of 4,199,562 shares of Common Stock for $13,355,544.40 using the Fund's working capital genera

Filing Documents

• forager_sc13d.htm (SC 13D) — 98KB
• forager_ex991.htm (EX-99.1) — 11KB
• 0001654954-24-015412.txt ( ) — 111KB

Security and Issuer

Item 1. Security and Issuer This Schedule 13D (this "Schedule 13D") is filed by the Reporting Persons (as defined below) with respect to the Common Stock (the "Common Stock"), of Quipt Home Medical Corp., a British Columbia, Canada corporation (the "Issuer"). The Reporting Persons previously reported beneficial ownership of shares of the Issuer described herein on the Schedule 13G, filed on December 11, 2024 (as amended, the "Schedule 13G"). This Schedule 13D represents the initial statement on Schedule 13D filed by the Reporting Persons with the Securities and Exchange Commission with respect to shares of the Issuer and amends and supersedes the Schedule 13G. The Issuer's principal executive offices are located at 1019 Town Drive, Wilder, Kentucky 41076.

Identity and Background

Item 2. Identity and Background (a) Forager Fund, L.P., a Delaware limited partnership (the "Fund"), Forager Capital Management, LLC, a Delaware limited liability company (the "GP" or the "Investment Adviser"), Edward Kissel ("Mr. Kissel") and Robert MacArthur ("Mr. MacArthur" and, together with the Fund, the GP, and Mr. Kissel, the "Reporting Persons"). (b) The principal business address for each of the Reporting Persons is 2025 3rd Avenue North, Suite 350, Birmingham, AL 35203. (c) The business of the Fund and the GP is to either invest in securities or serve as a general partner or management company of an entity that invests in securities. The principal occupation of each of Messrs. Kissel and MacArthur is to serve as an executive of the Fund and the GP. Each of Mr. Kissel and Mr. MacArthur has voting and investment discretion with respect to the securities held by the Fund and the GP. (d) During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, and as a result of such proceeding was or is subject to any judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The Fund and the GP are each organized under the laws of the State of Delaware, and each of Mr. Kissel and Mr. MacArthur is a citizen of the United States.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration The Reporting Persons made no purchases of Common Stock in connection with the circumstances giving rise to the filing of this Schedule 13D. The Reporting Persons previously acquired beneficial ownership of an aggregate of 4,199,562 shares of Common Stock for $13,355,544.40 using the Fund's working capital generated from capital contributions by the Fund limited partners. No borrowed funds were used to acquire the reported securities. The information set forth in Items 4 and 5 of this Schedule 13D is incorporated by reference herein. 6

Purpose of Transaction

Item 4. Purpose of Transaction The Reporting Persons acquired the shares of Common Stock for investment purposes. The Reporting Persons intend to review their investment in the Issuer on an ongoing basis and, in the course of their review, may take actions (including through one or more of their affiliates) with respect to their investment or the Issuer, including communicating with the board of directors of the Issuer (the "Board"), members of management or other security-holders of the Issuer, or other third parties from time to time, and taking steps to explore, prepare for or implement a course of action, including, without limitation, engaging advisors, including legal, financial, regulatory, technical and/or industry advisors, to assist in any review, evaluating strategic alternatives as they may become available and entering into confidentiality, standstill or other similar agreements with the Issuer, its subsidiaries and/or any advisors or third parties. Such discussions and other actions may relate to various alternative courses of action, including, without limitation, those related to an extraordinary corporate transaction (including, but not limited to a merger, take-private, reorganization or liquidation) involving the Issuer or any of its subsidiaries; business combinations involving the Issuer or any of its subsidiaries; a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; material asset purchases; the formation of joint ventures with the Issuer or any of its subsidiaries or the entry into other material projects; changes in the present business, operations, strategy, future plans or prospects of the Issuer, financial or governance matters; acting as a participant in debt or equity financings of the Issuer or any of its subsidiaries; changes to the capitalization, ownership structure, dividend policy, business or corporate structure or governance documents of the Issuer; de-listing or de-registration of the Iss

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer (a)-(b) The information contained on the cover pages to this Schedule 13D is incorporated herein by reference. As of the date hereof, 4,199,562 shares of Common Stock of the Issuer are directly held by the Reporting Persons, representing approximately 9.7% of such class of securities based on 43,090,000 shares of Common Stock of the Issuer as of June 30, 2024, as reported on the Issuer's Report of Foreign Private Issuer on Form 6-K for the period ended June 30, 2024, filed on August 14, 2024. The GP is the general partner of the Fund. Mr. Kissel and Mr. MacArthur are the managing partners of the GP. Thus, the GP, Mr. Kissel and Mr. MacArthur may be deemed to have beneficial ownership of the reported securities directly held by the Fund. The filing of this statement shall not be construed as an admission by any Reporting Person that such person is, for the purposes of sections 13(d) or 13(g) of the Exchange Act, the beneficial owner of any securities covered by this statement. (c) No Reporting Person has effected any transaction in Common Stock in the past 60 days. (d) No one other than the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock reported herein as beneficially owned by the Reporting Persons. (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer The information provided in Item 4 is incorporated by reference herein. 8

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits Exhibit Number Description 99.1* Joint Filing Agreement, dated as of December 11, 2024, by and among the Reporting Persons * Filed herewith. 9

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: December 11, 2024 FORAGER FUND, L.P. By: Forager Capital Management, LLC, its General Partner By: /s/ Robert MacArthur Name: Robert MacArthur Title: Managing Partner FORAGER CAPITAL MANAGEMENT, LLC By: /s/ Robert MacArthur Name: Robert MacArthur Title: Managing Partner EDWARD KISSEL /s/ Edward Kissel Edward Kissel ROBERT MACARTHUR /s/ Robert MacArthur Robert MacArthur 10

View Full Filing

View this SC 13D filing on SEC EDGAR