18:46:28 EDT Wed 08 May 2024
Enter Symbol
or Name
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DIRTT Environmental Solutions Ltd
Symbol DRT
Shares Issued 191,110,384
Close 2024-03-22 C$ 0.77
Market Cap C$ 147,154,996
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DIRTT releases results of substantial issuer bid

2024-03-25 11:27 ET - News Release

An anonymous director reports

DIRTT ANNOUNCES RESULTS OF ITS SUBSTANTIAL ISSUER BID AND TENDER OFFER

DIRTT Environmental Solutions Ltd. has released the results of its substantial issuer bid and tender offer commenced on Feb. 15, 2024, as varied on March 5, 2024, to repurchase for cancellation: (i) up to $6-million principal amount of its issued and outstanding 6 per cent convertible unsecured subordinated debentures due Jan. 31, 2026 (Cusip: 25490HAA4), at a purchase price of $720 per $1,000 principal amount of January debentures; and (ii) up to $9-million principal amount of its issued and outstanding 6.25 per cent convertible unsecured subordinated debentures due Dec. 31, 2026 (Cusip: 25490HAB2), at a purchase price of $600 per $1,000 principal amount of December debentures (or such larger principal amount of debentures as the company, in its sole discretion, may determine it is willing to take up and pay for, subject to applicable law).

The offer expired on March 22, 2024, at 5 p.m. (Toronto time). Based on the final report provided by the depositary for the offer, $4,693,000 aggregate principal amount of January debentures and $5,775,000 aggregate principal amount of December debentures were validly deposited and not withdrawn at the expiration of the offer, representing approximately 11.66 per cent of the January debentures and 16.50 per cent of the December debentures issued and outstanding. The company will take up all of the debentures tendered pursuant to the offer for aggregate consideration of approximately $6,843,960 (excluding all accrued and unpaid interest).

The aggregate purchase price for the January debentures validly deposited under the offer will be approximately $3,418,304.05 and the aggregate purchase price for the December debentures validly deposited under the offer will be approximately $3,546,087.33. Such aggregate purchase prices include all accrued and unpaid interest on such debentures up to, but excluding, March 22, 2024, the date the debentures were taken up by the company pursuant to the offer (net of any applicable withholding taxes).

Payment of the purchase price for the debentures validly deposited and accepted for purchase will be made to the depositary in accordance with the terms of the offer and applicable law on or around March 25, 2024. Following the purchase and cancellation of the debentures validly deposited and taken-up under the offer, the company will have $35,557,000 principal amount of January debentures and $29,225,000 principal amount of December debentures issued and outstanding.

The full details of the offer are described in the offer to purchase and issuer bid circular dated Feb. 15, 2024, the notice of variation dated March 5, 2024, the notice of guaranteed delivery, letter of transmittal, as amended, the tender offer statement on Schedule TO, as amended, and other related documents. Copies of these documents are available on SEDAR+ and EDGAR.

About DIRTT Environmental Solutions Ltd.

DIRTT is a leader in industrialized construction. DIRTT's system of physical products and digital tools empowers organizations, together with construction and design leaders, to build high-performing, adaptable, interior environments. Operating in the workplace, health care, education and public sector markets, DIRTT's system provides total design freedom, and greater certainty in cost, schedule and outcomes. DIRTT's interior construction solutions are designed to be highly flexible and adaptable, enabling organizations to easily reconfigure their spaces as their needs evolve. Headquartered in Calgary, Alta., Canada, DIRTT trades on the Toronto Stock Exchange under the symbol DRT.

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