03:17:17 EDT Tue 07 May 2024
Enter Symbol
or Name
USA
CA



Dialogue Health Technologies Inc
Symbol CARE
Shares Issued 67,445,166
Close 2023-09-19 C$ 5.14
Market Cap C$ 346,668,153
Recent Sedar Documents

Dialogue has shareholder OK for acquisition by Sun Life

2023-09-19 19:27 ET - News Release

Mr. Jean Marc Ayas reports

DIALOGUE ANNOUNCES VOTING RESULTS FROM SPECIAL MEETING OF SHAREHOLDERS

Dialogue Health Technologies Inc.'s shareholders have approved the plan of arrangement previously announced on July 26, 2023, pursuant to which Sun Life Financial Inc. will indirectly acquire all of the issued and outstanding common shares of the company, other than those owned by Sun Life Assurance Company of Canada (SLA) and certain common shares owned by members of Dialogue management, for $5.15 in cash per common share.

A total of 50,592,395 votes, or approximately 99.62 per cent of the votes cast at the special meeting of shareholders held on Sept. 19, 2023, were cast in favour of the special resolution approving the arrangement. A total of 29,555,354 votes, or approximately 99.36 per cent of the votes cast at the meeting, excluding common shares required to be excluded pursuant to Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions), were cast in favour of the arrangement.

The special resolution approving the arrangement was required to be passed by: (i) at least two-thirds (66-2/3rds per cent) of the votes cast by shareholders, voting together as a single class; and (ii) a simple majority of the votes cast by shareholders (other than SLA and the rolling shareholders in accordance with MI 61-101), voting together as a single class. Details of the voting results will be filed under the company's profile on SEDAR+.

The company will seek a final order approving the arrangement from the Superior Court of Quebec (commercial division) on Sept. 22, 2023. Closing of the arrangement remains subject to certain customary closing conditions, including court and regulatory approvals. Subject to the satisfaction of these closing conditions, the parties currently expect to complete the arrangement in October, 2023.

Further details regarding the arrangement, including the principal closing conditions and the benefits for the shareholders, can be found in the company's management proxy circular dated Aug. 17, 2023, in respect of the meeting, which can be found under the company's SEDAR+ profile.

About Dialogue Health Technologies Inc.

Incorporated in 2016, Dialogue is Canada's premier virtual health care and wellness platform, providing affordable, on-demand access to quality care. Through its team of health professionals, it serves employers and organizations which have an interest in the health and well-being of their employees, members and their families. Dialogue's integrated health platform is a one-stop health care hub that centralizes all programs in a single, user-friendly application, providing access to services 24 hours per day, 365 days per year, from the convenience of a smart phone, computer or tablet. Dialogue is the first virtual care provider to receive the Accreditation Canada primer award, a third party validation of safety and high-level quality of care.

We seek Safe Harbor.

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