DIRTT Announces Amendments to its Substantial Issuer Bid

CALGARY, Alberta, March 05, 2024 (GLOBE NEWSWIRE) -- DIRTT Environmental Solutions Ltd. (“DIRTT” or the “Company”) (TSX: DRT; OTC: DRTTF), a leader in industrialized construction, announced today that it has effected certain amendments to the Company's offer to purchase and accompanying issuer bid circular (the "Offer and Circular") dated February 15, 2024, in connection with its previously announced substantial issuer bid and tender offer (the "Issuer Bid").

The amendments, the terms of which are set out in a notice of variation (the "Notice of Variation") and Amendment No. 1 to the Company's Tender Offer Statement on Schedule TO (the "Schedule TO-I/A"), each dated March 5, 2024, are solely to address comments from the Securities and Exchange Commission (the "SEC") in connection with its review of DIRTT's Tender Offer Statement on Schedule TO dated February 15, 2024 (the "Schedule TO").

Under the Issuer Bid, the Company has offered to repurchase for cancellation: (i) up to C$6,000,000 principal amount of its issued and outstanding 6.00% convertible unsecured subordinated debentures due January 31, 2026 (the “January Debentures”); and (ii) up to C$9,000,000 principal amount of its issued and outstanding 6.25% convertible unsecured subordinated debentures due December 31, 2026 (the “December Debentures,” and, together with the January Debentures, the “Debentures”) (or such larger principal amounts as the Company, in its sole discretion, may determine it is willing to take‑up and pay for, subject to applicable law).

The Issuer Bid remains otherwise subject to the terms and conditions set forth in DIRTT's Offer and Circular and Schedule TO, each initially dated February 15, 2024 and available on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov, respectively, as amended by the Notice of Variation and the Schedule TO-I/A. This Notice of Variation should be read in conjunction with the Issuer Bid Documents (as defined herein).

The Notice of Variation and Schedule TO-I/A are filed with the applicable securities regulators and available on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov. The Notice of Variation is expected to be mailed to holders of Debentures ("Debentureholders") in Canada and the U.S. on or around March 6, 2024. Debentureholders are urged to review these documents carefully as they contain important details with respect to the procedures that Debentureholders must follow in order to properly tender their Debentures.