18:17:09 EST Fri 19 Dec 2025
Enter Symbol
or Name
USA
CA



DIRTT Environmental Solutions Ltd
Symbol DRT
Shares Issued 191,832,029
Close 2025-12-18 C$ 0.95
Market Cap C$ 182,240,428
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DIRTT renews NCIB to buy back up to 5% of shares

2025-12-18 18:59 ET - News Release

Mr. Benjamin Urban reports

DIRTT ANNOUNCES RENEWAL OF NORMAL COURSE ISSUER BID FOR COMMON SHARES

The Toronto Stock Exchange (TSX) has accepted DIRTT Environmental Solutions Ltd.'s notice of intention to renew its normal course issuer bid (the renewed NCIB) for common shares in the capital of DIRTT. The renewed NCIB is expected to commence on Dec. 22, 2025, following the expiry of the company's current NCIB (the prior NCIB) on Dec. 19, 2025, and terminate on Dec. 21, 2026.

"As part of our commitment to maximizing shareholder value, DIRTT has renewed its normal course issuer bid," said Benjamin Urban, chief executive officer of DIRTT. "Our goal is to optimize our capital structure via opportunistic share repurchases, thereby reducing the share count and allowing value to accrue to shareholders over time."

Under the renewed NCIB, DIRTT is permitted to acquire up to 9,593,878 common shares, which represents 5.0 per cent of the issued and outstanding common shares as of Dec. 8, 2025, being 191,877,573 common shares. Except as permitted under the TSX rules, DIRTT will not purchase more than 8,917 common shares on any given trading day. The daily purchase limit for the common shares is approximately 25 per cent of 35,669 common shares, being the average daily trading volume of the common shares on the TSX for the six most recently completed calendar months. All purchases will be made on the open market through the facilities of the TSX and/or alternative Canadian trading systems or by such other means as may be permitted by the applicable securities regulator, at the market price of such common shares at the time of acquisition. Any common shares acquired through the renewed NCIB will be immediately cancelled. The board of directors of DIRTT believes that, from time to time, the market price of the common shares may be such that their purchase price may be an attractive and appropriate use of corporate funds and be advantageous to all remaining shareholders of DIRTT. Management's decisions regarding any common share repurchases will be based on market conditions, the market price of the common shares and other factors.

Under the prior NCIB, the company sought and obtained approval from the TSX to purchase 7,515,233 common shares, which represented approximately 3.89 per cent of the issued and outstanding common shares as of Dec. 9, 2024, being 193,406,836 common shares. In the preceding 12 months, the company purchased 1,749,974 common shares under the prior NCIB on the open market through the facilities of the TSX and other alternative Canadian trading systems at a volume-weighted average price of 95 cents. In addition to the common shares purchased on the open market, on Feb. 13, 2025, the company purchased 3,920,844 common shares directly from NGEN III LP, which common shares were counted toward the maximum number of common shares permitted to be repurchased under the prior NCIB. In connection with the prior NCIB, the company entered into an issuer repurchase plan agreement (IRPA) and an automatic repurchase plan agreement (ARPP) on substantially similar terms as described below.

In connection with the renewed NCIB, DIRTT expects to enter into an IRPA and an ARPP. The IRPA and ARPP have been precleared by the TSX and are expected to be implemented on Dec. 22, 2025. The ARPP is intended to facilitate repurchases of common shares under the renewed NCIB at times when DIRTT would ordinarily not be permitted to make purchases due to regulatory restriction or customary self-imposed blackout periods. Before the commencement of any particular trading blackout period, and provided that DIRTT is not in possession of material non-public information about itself or its securities, DIRTT may, but is not required to, instruct its designated broker to make purchases of common shares under the renewed NCIB during the ensuing blackout period in accordance with the terms of the ARPP. The timing and amount of such purchases will be determined by the designated broker at its sole discretion based on the purchasing parameters set by DIRTT and in accordance with the rules of the TSX, applicable securities laws and the terms of the ARPP. All purchases of common shares made under the IRPA and ARPP will be included in determining the aggregate number of common shares purchased under the renewed NCIB. If adopted, the ARPP will constitute an automatic securities purchase plan under applicable Canadian securities law, and will be adopted in accordance with applicable U.S. securities laws, including the requirements of Rule 10b5-1 under the U.S. Securities Exchange Act of 1934. Outside of predetermined blackout periods, common shares may be purchased under the renewed NCIB based on management's discretion, subject to TSX rules and applicable securities laws in Canada and the United States.

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 TSX under the symbol DRT and on the OTCQX under the symbol DRTTF.

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