DIRTT Announces the Closing of Private Placement

Rhea-AI Summary

DIRTT Environmental Solutions Ltd. (TSX:DRT, NASDAQ:DRTT) announced the closing of a private placement that raised approximately US$2.8 million. The funds were generated through the issuance of 8,667,449 common shares at US$0.32 each to insiders, including directors and executive officers. A portion of the shares was issued to reimburse costs related to contested director elections. The proceeds will be utilized to enhance liquidity as the company executes its strategic initiatives.

Positive

• Successfully raised approximately US$2.8 million through private placement.
• Enhanced liquidity to support strategic initiatives.

Negative

• Private placement may cause dilution for existing shareholders.

CALGARY, Alberta, Nov. 30, 2022 (GLOBE NEWSWIRE) -- DIRTT Environmental Solutions Ltd. (“DIRTT” or the “Company”) (TSX:DRT, NASDAQ:DRTT), a global leader in industrialized construction, is pleased to announce the successful closing of its previously announced private placement of common shares of the Company ("Common Shares") to insiders of the Company for aggregate gross proceeds of approximately US$2.8 million (the "Private Placement").

Pursuant to the Private Placement, the Company issued an aggregate of 8,667,449 Common Shares to 22 NW Fund, LP ("22NW"), 726 BC LLC and 726 BF LLC (together "726"), and all of the directors and executive officers of the Company at a subscription price of US$0.32 per Common Share (the "Subscription Price"), including 638,996 Common Shares issued at the deemed per share price equal to the Subscription Price, as reimbursement for the costs incurred by 726 in connection with the Company’s contested director elections in 2022. The Company intends to use the net cash proceeds of the Private Placement to provide additional liquidity as the Company works to complete its strategic initiatives.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any offer, solicitation or sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

ABOUT DIRTT

DIRTT is a global leader in industrialized construction. Its 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 commercial, healthcare, education, and public sector markets, DIRTT's system provides total design freedom, and greater certainty in cost, schedule, and outcomes. Headquartered in Canada, DIRTT trades on Nasdaq under the symbol "DRTT" and on the Toronto Stock Exchange under the symbol "DRT".

FORWARD LOOKING STATEMENTS:

This news release contains forward-looking information within the meaning of applicable securities legislation, which reflects the Company's current expectations regarding future events, including statements about the use of proceeds from the Private Placement. In some cases forward-looking information can be identified by such terms as "will" and "expected". Forward-looking statements are based on certain estimates, beliefs, expectations, and assumptions made in light of management's experience and perception of historical trends, current conditions and expected future developments, as well as other factors that may be appropriate.

Forward-looking statements necessarily involve unknown risks and uncertainties, which could cause actual results or outcomes to differ materially from those expressed or implied in such statements. Due to the risks, uncertainties, and assumptions inherent in forward-looking information, you should not place undue reliance on forward-looking statements. Factors that could have a material adverse effect on our business, financial condition, results of operations and growth prospects include, but are not limited to, the severity and duration of the COVID-19 pandemic and related economic repercussions and other risks described under the section titled "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission (the "SEC") and applicable securities commissions or similar regulatory authorities in Canada on February 23, 2022, and as supplemented by our Quarterly Report on Form 10-Q for the quarters ended March 31, June 30 and September 30, 2022 filed with the SEC and applicable securities commissions or similar regulatory authorities in Canada on May 4, July 27 and November 14, 2022, respectively. Our past results of operations are not necessarily indicative of our future results. You should not rely on any forward-looking statements, which represent our beliefs, assumptions and estimates only as of the dates on which they were made, as predictions of future events. We undertake no obligation to update these forward-looking statements, even though circumstances may change in the future, except as required under applicable securities laws. We qualify all of our forward-looking statements by these cautionary statements.

FOR MORE INFORMATION, PLEASE CONTACT
DIRTT Investor Relations at ir@dirtt.com

FAQ

What was the purpose of DIRTT's US$2.8 million private placement on November 30, 2022?

The purpose was to enhance liquidity as DIRTT works on completing its strategic initiatives.

Who participated in DIRTT's common share private placement?

Insiders, including directors, executive officers, and entities like 22 NW Fund, LP, and 726 BC LLC participated.

What is the subscription price for DIRTT's common shares in the private placement?

The subscription price was set at US$0.32 per common share.

How many common shares did DIRTT issue in the private placement?

DIRTT issued a total of 8,667,449 common shares in the private placement.

What impact could the private placement have on existing DIRTT shareholders?

The private placement may cause dilution of shares for existing shareholders.