DIRTT Announces Filing of Amended and Restated Rights Offering Circular

Rhea-AI Summary

DIRTT Environmental Solutions Ltd. (DRTT) announced the filing of an amended and restated rights offering notice and circular for a Rights Offering to its common shareholders for aggregate gross proceeds of C$30,000,000. The offering is backed by a standby purchase agreement and 2 significant shareholders providing a standby commitment. The terms of the offering remain unchanged, and full details are available on the Company’s profile on SEDAR and the U.S. Prospectus on EDGAR.

CALGARY, Alberta, Dec. 11, 2023 (GLOBE NEWSWIRE) -- DIRTT Environmental Solutions Ltd. (“DIRTT” or the “Company”) (TSX: DRT; OTC: DRTTF), a leader in industrialized construction, announced today that it has filed an amended and restated rights offering notice and an amended and restated rights offering circular (collectively, the "Amended Documents") in connection with the previously announced rights offering to its common shareholders for aggregate gross proceeds of C$30,000,000 (the “Rights Offering”). Pursuant to the terms of a standby purchase agreement dated November 20, 2023, two of DIRTT's significant shareholders (the "Standby Purchasers") have agreed to provide a standby commitment to fully backstop the Rights Offering. DIRTT has filed the Amended Documents to update the Standby Purchasers' current shareholdings and anticipated shareholdings after the completion of the Rights Offering, as a result of recent purchases by the Standby Purchasers of DIRTT common shares. The terms of the Rights Offering, including the record date, subscription price, expiry date and terms of the backstop provided by the Standby Purchasers remain unchanged.

Full details of the Rights Offering are set out in the Amended Documents, which are available on the Company’s profile on SEDAR+ at www.sedarplus.ca and in the final prospectus contained in the Company's registration statement on Form S-1 (File No. 333-275172) (the "U.S. Prospectus"), which is available on EDGAR at www.sec.gov. Alternatively, the Company will arrange to send you the U.S. Prospectus if you request it by contacting the Company’s investor relations group by email at ir@dirtt.com or 1-800-605-6707.

The registration statement relating to the Rights Offering has been filed with, and declared effective by, the SEC. The offering of such securities will be made only by means of a prospectus that meets the requirement of Section 10 of the Securities Act of 1933. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.

We have applied to have the rights distributed pursuant to the Rights Offering (the "Rights") and the common shares issuable on the exercise of the Rights (the "Rights Shares") registered for sale, or we are relying on exemptions from registration, in the District of Columbia, Puerto Rico and all 50 states in the United States, except that we will distribute the Rights to eligible holders in the state of Arizona, but we will not sell the Rights Shares in the state of Arizona.

ABOUT DIRTT
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, healthcare, 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, AB Canada, DIRTT trades on the Toronto Stock Exchange under the symbol “DRT”.

FOR FURTHER INFORMATION, PLEASE CONTACT

DIRTT Investor Relations at ir@dirtt.com

FAQ

What did DIRTT Environmental Solutions Ltd. (DRTT) announce?

DIRTT announced the filing of an amended and restated rights offering notice and circular for a Rights Offering to its common shareholders for aggregate gross proceeds of C$30,000,000.

What is the Rights Offering backed by?

The offering is backed by a standby purchase agreement and 2 significant shareholders providing a standby commitment.

Where can I find full details of the Rights Offering?

Full details are available on the Company’s profile on SEDAR and the U.S. Prospectus on EDGAR.

How can I request the U.S. Prospectus?

You can request the U.S. Prospectus by contacting the Company’s investor relations group by email at ir@dirtt.com or 1-800-605-6707.

Where has the registration statement relating to the Rights Offering been filed?

The registration statement has been filed with, and declared effective by, the SEC.

What should I be aware of regarding the offering of securities?

The offering of such securities will be made only by means of a prospectus that meets the requirement of Section 10 of the Securities Act of 1933.

Where will the rights be distributed and where will the rights shares not be sold?

The rights will be distributed pursuant to the Rights Offering, and the rights shares will not be sold in the state of Arizona.