Quipt Home Medical Corp.
5.00%
2,155,012
1540013
74880P104
Jan 7, 2025
Jan 10, 2025, 09:01 AM
Reporting Persons (4)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| Kanen Wealth Management LLC | Investment Adviser | 5.00% | 2,155,012 | 0 | 2,155,012 |
| Kanen David | Individual | 5.00% | 2,155,012 | 0 | 2,155,012 |
| Philotimo Focused Growth & Income Fund | Investment Adviser | 3.80% | 1,655,011 | 0 | 1,655,011 |
| Philotimo Fund, LP | Investment Adviser | 1.20% | 500,001 | 0 | 500,001 |
Disclosure Items (7)
Common Shares, without Par Value
Quipt Home Medical Corp.
1019 TOWN DRIVE, WILDER, KY, 41076
This statement is filed by: (i) Philotimo Fund, LP, a Delaware limited partnership ("Philotimo"), with respect to the Shares directly and beneficially owned by it; (ii) Philotimo Focused Growth and Income Fund, a series of World Funds Trust, a Delaware statutory trust ("PHLOX"), with respect to the Shares directly and beneficially owned by it; (iii) Kanen Wealth Management, LLC, a Florida limited liability company ("KWM"), as the general partner of Philotimo and the investment manager of PHLOX; and (iv) David L. Kanen, as the managing member of KWM. Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons." Each of the Reporting Persons is party to that certain Joint Filing Agreement, as further described in Item 6. Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D.
The address of the principal office of each of Philotimo, PHLOX, KWM and Mr. Kanen is 6810 Lyons Technology Circle, Suite 160, Coconut Creek, Florida 33073.
The principal business of each of KWM, Philotimo and PHLOX is investing in securities. The principal occupation of Mr. Kanen is serving as the managing member of KWM.
During the last five years no Reporting Person was 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 a 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, except as described below. On September 25, 2024, Mr. David L. Kanen, without admitting or denying any findings, consented to the entry of an Order Instituting Cease-and-Desist Proceedings by the Securities and Exchange Commission ("SEC") in settlement of an administrative proceeding that alleges violations of Section 13(d) and Section 16(a) and the rules thereunder for failing to timely file certain beneficial ownership reports on Schedule 13D and Schedule 13G of securities not related to the Issuer. The order considered remedial acts promptly undertaken by Mr. Kanen and his cooperation and ordered Mr. Kanen to cease and desist from causing any future violations of the charged provisions and imposed a civil monetary penalty of $109,000, which Mr. Kanen has paid in full.
Mr. Kanen is a citizen of the United States of America.
The Shares purchased by Philotimo were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The Shares purchased by PHLOX were purchased with the funds for the accounts of its customers (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The aggregate purchase price of the 500,001 Shares beneficially owned by Philotimo is approximately $1,282,100, including brokerage commissions. The aggregate purchase price of the 1,655,011 Shares beneficially owned by PHLOX is approximately $4,604,846, including brokerage commissions.
The aggregate percentage of Shares reported owned by each person named herein is based upon 43,091,273 Shares outstanding as of December 11, 2024 as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on December 16, 2024. A. Philotimo As of the close of business on January 9, 2025, Philotimo beneficially owned 500,001 Shares. Percentage: Approximately 1.2% B. PHLOX As of the close of business on January 9, 2025, PHLOX beneficially owned 1,655,011 Shares. Percentage: Approximately 3.8% C. KWM As of the close of business on January 9, 2025, KWM beneficially owned 2,155,012 Shares, consisting of (i) the 500,001 Shares owned directly by Philotimo, which KWM may be deemed to beneficially own as the general partner of Philotimo and (ii) the 1,655,011 Shares owned directly by PHLOX, which KWM may be deemed to beneficially own as the investment manager of PHLOX. Percentage: Approximately 5.0% D. Mr. Kanen As of the close of business on January 9, 2025, Mr. Kanen may be deemed to beneficially own 2,155,012 Shares, consisting of (i) the 500,001 Shares owned directly by Philotimo, which KWM may be deemed to beneficially own as the general partner of Philotimo and (ii) the 1,655,011 Shares owned directly by PHLOX, which KWM may be deemed to beneficially own as the investment manager of PHLOX. Percentage: Approximately 5.0%.
A. Philotimo 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 500,001 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 500,001 B. PHLOX 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 1,655,011 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 1,655,011 C. KWM 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,155,012 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,155,012 D. Mr. Kanen 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,155,012 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,155,012
A. Philotimo The transactions in the Shares by Philotimo during the past 60 days are set forth in Exhibit 1 and are incorporated herein by reference. B. PHLOX The transactions in the Shares by PHLOX during the past 60 days are set forth in Exhibit 1 and are incorporated herein by reference. C. KWM KWM has not entered into transactions in the Shares during the past 60 days. D. Mr. Kanen Mr. Kanen has not entered into transactions in the Shares during the past 60 days.
No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.
Not applicable.
On January 10, 2025, the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
1 - Transactions in Securities. 99.1 - Joint Filing Agreement, dated January 10, 2025.