Final Short Form Prospectus is Accessible
through SEDAR+
/Not for distribution to U.S. newswire
services or for dissemination in the
United States./
TORONTO, Nov. 27,
2024 /CNW/ - dentalcorp Holdings Ltd.
("Dentalcorp" or the "Company") (TSX: DNTL),
Canada's largest and one of
North America's fastest growing
networks of dental practices, today announced that, in connection
with its previously announced "bought deal" treasury offering and
secondary offering of subordinate voting shares ("Shares"),
it has filed a final short form prospectus dated November 27, 2024 (the "Final Prospectus")
with the securities commissions or other similar regulatory
authorities in each of the provinces and territories of
Canada and has obtained a receipt
therefor.
The Final Prospectus qualifies the distribution of an aggregate
of 10,530,000 Shares of the Company at a price of $9.50 per Share (the "Offering"). The
Offering includes a treasury offering of 5,265,000 Shares by
the Company for gross proceeds to the Company of approximately
$50 million and a secondary offering of 5,265,000 Shares
by GR BCM2 #2 Acquisition Limited Partnership, an affiliate of
OPTrust, LC8 DCC Investment Borrower, L.P. and DCC Holdings CR LP
and DCC Holdings NR LP (collectively, the "Selling
Shareholders") for gross proceeds to the Selling Shareholders
of approximately $50 million (the
"Secondary Offering").
The Selling Shareholders have also granted the underwriters an
over-allotment option, to purchase up to an additional
1,579,500 Shares, representing up to 15% of the size of the
Offering, for additional gross proceeds to the Selling
Shareholders of up to approximately $15
million. Closing is expected to occur on or about
December 2, 2024, and is subject to
customary closing conditions.
The Shares are also being offered in the United States by way of private placement
to "qualified institutional buyers" in reliance upon the exemption
from registration provided by Rule 144A under the U.S. Securities
Act of 1933 (the "U.S. Securities Act").
No securities regulatory authority has either approved or
disapproved the contents of this press release. The Shares have not
been, and will not be, registered under the U.S. Securities Act, or
any state securities laws. Accordingly, the Shares may not be
offered or sold within the United
States unless registered under the U.S. Securities Act and
applicable state securities laws or pursuant to exemptions from the
registration requirements of the U.S. Securities Act and applicable
state securities laws. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy, nor shall
there be any sale of the Shares in any jurisdiction in which such
offer, solicitation or sale would be unlawful.
Access to the Final Prospectus and any amendment is provided in
accordance with securities legislation relating to procedures for
providing access to a short form prospectus and any amendment. The
Final Prospectus is accessible on SEDAR+ at www.sedarplus.com. An
electronic or paper copy of the Final Prospectus and any amendment
may be obtained, without charge, from TD Securities Inc. at 1625
Tech Avenue, Mississauga, Ontario,
L4W 5P5, by telephone at (289) 360-2009 or by email at
SDCConfirms@TD.com, by providing the contact with an e-mail address
or address, as applicable. Prospective investors should read the
Final Prospectus in its entirety before making an investment
decision.
About Dentalcorp
Dentalcorp is Canada's largest
and one of North America's fastest
growing networks of dental practices, committed to advancing the
overall well-being of Canadians by aiming to deliver the best
clinical outcomes and unforgettable experiences. Dentalcorp
acquires leading dental practices, uniting its network in a common
goal: to be Canada's most trusted
healthcare network. Leveraging its industry-leading technology,
know-how and scale, Dentalcorp offers professionals the unique
opportunity to retain their clinical autonomy while unlocking their
potential for future growth. To learn more, visit
dentalcorp.ca.
Forward Looking Statements
This news release may contain forward-looking information within
the meaning of applicable securities laws, which reflects the
Company's current expectations regarding future events, including
statements with regards to the Company's future growth, performance
and business prospects, future business plans and opportunities.
This forward-looking information includes, but is not limited to,
the Company's expectations regarding the Offering, including the
expected closing date of the Offering.
Forward-looking information is based on a number of assumptions
and is subject to a number of risks and uncertainties, many of
which are beyond the Company's control. Such risks and
uncertainties include, but are not limited to, the factors
described in "Risk Factors" in the Final Prospectus, the Annual
Information Form dated March 28, 2024
and Management's Discussion and Analysis for the three and nine
months ended September 30, 2024 dated
November 12, 2024. Accordingly, we
warn readers to exercise caution when considering statements
containing forward-looking information and caution them that it
would be unreasonable to rely on such statements as creating legal
rights regarding the Company's future results or plans. The Company
does not undertake any obligation to update the forward-looking
information included in this news release, whether as a result of
new information, future events or otherwise, except as expressly
required under applicable securities laws. All of the
forward-looking information in this news release is qualified by
the cautionary statements herein.
SOURCE dentalcorp Holdings Ltd.
