CPE News (3/23/2021) – Dialogue Health Technologies Inc. has priced its proposed initial public offering.
Dialogue is selling 8,334,000 common shares at a price of $12.00 pre share for gross proceeds of $100,008,000, and, if the over-allotment option is exercised, a secondary offering of up to an aggregate of 1,250,100 shares by Diagram Corporation, Diagram Ventures Limited Partnership (DVLP), Portag3 Ventures LP, Cherif Habib CEO), Anna Chif (Chief Product Officer) and Alexis Smirnov (CTO) (collectively Selling Shareholders) at the offering price for gross proceeds of up to $15,001,200 to the Selling Shareholders.
Selling Shareholders:
Diagram Corporation – 40,777 common shares for $489,324 (if the over-allotment is exercised in full)
DVLP – 695,112 common shares for $8,341,344
Portag3 Fund I – 139,211 common shares for $1,670,532
Cherif Habib – 150,000 common shares for $1,800,000
Anna Chif – 125,000 common shares for $1,500,000
Alexis Smirnov – 100,000 common shares for $1,200,000
Dialogue has previously proposed to issue between 8,333,333 and 11,111,111 common shares priced between $9.00 and $12.00 per share for gross proceeds of $100,000,000.
The Toronto Stock Exchange (TSX) has conditionally approved the listing of Dialogue common shares under the symbol “CARE.” The offering is expected to occur on or about March 30, 2021.
Upon completion of the offering, Dialogue will have 64,878,039 common shares issued and outstanding, with effective valuation (non-dilutive) of $778.54 million at the offering price.
Sun Life Assurance Company of Canada will, directly or indirectly, own or control 9,175,427 common shares, representing a 14.1% equity and voting interest, White Star Capital through WSC IV LP will, directly or indirectly, own or control 8,628,223 common shares, representing a 13.3% equity and voting interest and HV Capital through HV Holtzbrinck Ventures Fund VI SCS will, directly or indirectly, own or control 6,573,194 common shares, representing a 10.1% equity and voting interest.
The selling shareholders will have the ownership before the exercise of the over-allotment option: Portag3 (351,067 shares); Diagram Ventures Limited Partnership (5,747,397 shares); Diagram Corporation (81,554 shares); Cherif Habib (3,723,599 shares); Anna Chif (1,142,989 shares) and Alexis Smirnov (2,087,198 shares).
Dialogue has raised over $90 million from investors including Sun Life, White Star Capital, HV Capital, Diagram, Portag3, Caisse de dépot et placement du Québec CDPQ), First Ascent Ventures, National Bank of Canada, Walter Financial Inc., BDC Capital, Hacking Health Accelerator Inc., and Power Financial.
Incorporated in 2016, Dialogue is Canada’s premier virtual healthcare and wellness platform, providing affordable, on-demand access to quality care. The company serves employers and organizations who have an interest in the health and well-being of their employees, members and their families. Its Integrated Health Platform™ is a one-stop healthcare hub that centralizes all of programs in a single, user-friendly application, providing access to Services 24 hours per day, 365 days per year from the convenience of a smartphone, computer or tablet.
Dialogue has 250 full-time employees, including those of its subsidiaries.
photo credit: Dialogue