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DIRTT Declares Amendments to its Substantial Issuer Bid

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CALGARY, Alberta, March 05, 2024 (GLOBE NEWSWIRE) — DIRTT Environmental Options Ltd. (“DIRTT” or the “Firm”) (TSX: DRT; OTC: DRTTF), a frontrunner in industrialized development, introduced at this time that it has effected sure amendments to the Firm’s provide to buy and accompanying issuer bid round (the “Supply and Round“) dated February 15, 2024, in reference to its beforehand introduced substantial issuer bid and tender provide (the “Issuer Bid“).

The amendments, the phrases of that are set out in a discover of variation (the “Discover of Variation“) and Modification No. 1 to the Firm’s Tender Supply Assertion on Schedule TO (the “Schedule TO-I/A“), every dated March 5, 2024, are solely to deal with feedback from the Securities and Change Fee (the “SEC“) in reference to its evaluation of DIRTT’s Tender Supply Assertion on Schedule TO dated February 15, 2024 (the “Schedule TO“).

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Below the Issuer Bid, the Firm has provided to repurchase for cancellation: (i) as much as C$6,000,000 principal quantity of its issued and excellent 6.00% convertible unsecured subordinated debentures due January 31, 2026 (the “January Debentures”); and (ii) as much as C$9,000,000 principal quantity of its issued and excellent 6.25% convertible unsecured subordinated debentures due December 31, 2026 (the “December Debentures,” and, along with the January Debentures, the “Debentures”) (or such bigger principal quantities because the Firm, in its sole discretion, could decide it’s prepared to take‑up and pay for, topic to relevant legislation).

The Issuer Bid stays in any other case topic to the phrases and situations set forth in DIRTT’s Supply and Round and Schedule TO, every initially dated February 15, 2024 and out there on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov, respectively, as amended by the Discover of Variation and the Schedule TO-I/A. This Discover of Variation needs to be learn at the side of the Issuer Bid Paperwork (as outlined herein).

The Discover of Variation and Schedule TO-I/A are filed with the relevant securities regulators and out there on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov. The Discover of Variation is anticipated to be mailed to holders of Debentures (“Debentureholders“) in Canada and the U.S. on or round March 6, 2024. Debentureholders are urged to evaluation these paperwork rigorously as they include vital particulars with respect to the procedures that Debentureholders should observe with a purpose to correctly tender their Debentures.

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The expiration date of the Issuer Bid just isn’t being prolonged. The Issuer Bid will proceed to run out at 5:00 p.m. (Toronto Time) on March 22, 2024, until withdrawn or prolonged by the Firm.

DIRTT has retained Computershare Investor Providers Inc. (“Computershare“) to behave as depositary for the Issuer Bid. Any questions or requests for data could also be directed to Computershare at 1 (800) 564-6253 (Toll Free inside North America) or 1 (514) 982-7555 (outdoors North America).

None of DIRTT, its administrators, Computershare, or any of their respective associates, makes any suggestion to any Debentureholder as as to whether to deposit or chorus from depositing all or any portion of their Debentures beneath the provide. Debentureholders should make their very own choices as as to whether to deposit or chorus from depositing their Debentures, and, if deposited, the quantity of their Debentures to deposit. Debentureholders are strongly urged to evaluation and consider rigorously all data within the Supply and Round, as amended by the Discover of Variation, and Schedule TO-I/A, as relevant, and in DIRTT’s different filings out there on SEDAR+ and EDGAR and to seek the advice of their very own monetary, tax and authorized advisors, and to make their very own choices as as to whether to deposit Debentures to the provide and, if that’s the case, what principal quantity of Debentures to deposit.

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This press launch is neither a proposal to buy nor a solicitation of a proposal to promote any Debentures. The solicitation and the provide to buy Debentures by the Firm will solely be made pursuant to the Supply and Round, Schedule TO, and letter of transmittal, as amended by the Discover of Variation and Schedule TO-I/A, as relevant, and different associated paperwork (collectively, the “Issuer Bid Paperwork“). The Issuer Bid Paperwork will probably be out there freed from cost at www.sec.gov. The Firm’s different public filings with the SEC, together with Annual Stories on Kind 10-Ok, Quarterly Stories on Kind 10-Q and Present Stories on Kind 8-Ok, are additionally out there freed from cost on EDGAR at www.sec.gov and on the Firm’s web site at www.DIRTT.com. Debentureholders are urged to rigorously learn these supplies prior to creating any choice with respect to the Issuer Bid.

ABOUT DIRTT
DIRTT is a frontrunner in industrialized development. DIRTT’s system of bodily merchandise and digital instruments empowers organizations, along with development and design leaders, to construct high-performing, adaptable, inside environments. Working within the office, healthcare, schooling, and public sector markets, DIRTT’s system offers complete design freedom, and larger certainty in value, schedule, and outcomes. DIRTT’s inside development options are designed to be extremely versatile and adaptable, enabling organizations to simply reconfigure their areas as their wants evolve. Headquartered in Calgary, AB Canada, DIRTT trades on the Toronto Inventory Change beneath the image “DRT”.

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FOR FURTHER INFORMATION, PLEASE CONTACT

DIRTT Investor Relations at ir@dirtt.com

FORWARD-LOOKING STATEMENTS

Sure statements contained on this information launch are “forward-looking statements” and “forward-looking data” inside the that means of relevant Canadian securities legal guidelines. All statements, apart from statements of historic truth included on this information launch are forward-looking statements. When used on this information launch, the phrases “anticipate,” “anticipate,” “intend,” “could,” “will,” “ought to,” “would,” “might,” “can,” the negatives thereof, variations thereon and different related expressions are meant to determine forward-looking statements, though not all forward-looking statements include such figuring out phrases. Particularly and with out limitation, this information launch comprises forward-looking data pertaining to the Issuer Bid and the phrases thereof; the anticipated mailing date of the Discover of Variation; and the anticipated expiry date of the Issuer Bid.

Ahead-looking statements are based mostly on sure estimates, beliefs, expectations, and assumptions made in mild of administration’s expertise and notion of historic tendencies, present situations and anticipated future developments, in addition to different elements that could be applicable. Ahead-looking statements essentially contain unknown dangers and uncertainties, which might trigger precise outcomes or outcomes to vary materially from these expressed or implied in such statements. Because of the dangers, uncertainties, and assumptions inherent in forward-looking data, you shouldn’t place undue reliance on forward-looking statements. Elements that would have a fabric adversarial impact on our enterprise, monetary situation, outcomes of operations and development prospects embody, however will not be restricted to, dangers described beneath the part titled “Danger Elements” in our Annual Report on Kind 10-Ok for the yr ended December 31, 2023, filed with the SEC and relevant securities commissions or related regulatory authorities in Canada on February 21, 2024. Our previous outcomes of operations will not be essentially indicative of our future outcomes. You shouldn’t depend on any forward-looking statements, which symbolize our beliefs, assumptions and estimates solely as of the dates on which they have been made, as predictions of future occasions. We undertake no obligation to replace these forward-looking statements, though circumstances could change sooner or later, besides as required beneath relevant securities legal guidelines. We qualify all of our forward-looking statements by these cautionary statements.


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