Exhibit 99.1
MATERIAL CHANGE REPORT
Form 51-102F3
ITEM 1—NAME AND ADDRESS OF COMPANY
THERATECHNOLOGIES INC. (“Theratechnologies”, “we” or the “Company”)
2015 Peel Street
11th Floor
Montréal, Québec
Canada H3A 1T8
ITEM 2—DATE OF MATERIAL CHANGE
June 21, 2023
ITEM 3—NEWS RELEASE
A news release describing this material change was issued by the Company on June 21, 2023 via “GLOBE NEWSWIRE”. A copy of the news release is available on the SEDAR website at www.sedar.com and on the EDGAR website at www.sec.gov/edgar as an attachment to a Form 6-K dated June 21, 2023.
ITEM 4—SUMMARY OF MATERIAL CHANGE
On June 21, 2023, the Company announced that it drew down on its second tranche of US$20 million under its credit agreement dated July 20, 2022, as amended (the “Credit Facility”), with certain funds and accounts for which Marathon Asset Management, L.P. acts as investment manager (collectively, “Marathon”).
The net proceeds of this second tranche, approximately US$19,300,000, will be used to redeem all of the issued and outstanding US$27.5 million 5.75% convertible unsecured senior notes due on June 30, 2023 (the “Notes”). The remaining balance will be funded from the Company’s cash on hand.
The Notes were issued under a trust indenture dated as of June 19, 2018, by and among Theratechnologies and Computershare Trust Company of Canada.
ITEM 5—FULL DESCRIPTION OF MATERIAL CHANGE
See above under Item 4.
Forward-Looking Information
This document contains forward-looking statements and forward-looking information, or, collectively, forward-looking statements, within the meaning of applicable securities laws, that are based on our management’s beliefs and assumptions and on information currently available to our management. You can identify forward-looking statements by terms such as “may”, “will”, “should”, “could”, “promising”, “would”, “outlook”, “believe”, “plan”, “envisage”, “anticipate”, “expect” and “estimate”, or the negatives of these terms, or variations of them. The forward-looking statements contained in this document include, but are not limited to, statements regarding the repayment of all of the outstanding Notes on June 30, 2023. Although the forward-