CALGARY, ALBERTA–(Marketwired – April 21, 2017) – DIRTT Environmental Solutions Ltd. (“DIRTT” or the “Company”) (TSX:DRT) announced today that based on recommendations from Institutional Shareholders Services Inc. (“ISS”) and the board of directors, the Company has amended certain terms of the amended and restated shareholders’ rights plan agreement dated March 21, 2017 (the “Rights Agreement”) to be presented for ratification at the annual and special meeting of shareholders of the Company, scheduled to be held on May 3, 2017 (the “Meeting”).
The amendments to the Rights Agreement address the following matters: (i) the definition of “Beneficial Owner” has been revised by confining the period for which a person with a right to acquire securities of the Company is deemed to beneficially own those securities from 105 days to 60 days; (ii) the exemption in the definition of “Beneficial Owner” for agreements between the Company and any person relating to a plan of arrangement, amalgamation or other statutory procedure subject to the approval of the shareholders has been removed; (iii) the requirement in the definition of “Permitted Lock-up Agreement” that shareholders be permitted to terminate any obligation with respect to the voting of deposited or tendered shares in order to support a superior takeover bid has been removed; and (iv) the Company’s ability to supplement or amend the Rights Agreement prior to the Meeting (whether or not such action would materially affect the interests of the rights holders generally) without the approval of rights holders or shareholders has been removed.
The full text of the amended and restated Rights Agreement will be available at www.sedar.com.
DIRTT Environmental Solutions (Doing it Right This Time) uses its proprietary 3D software to design, manufacture and install fully customized prefabricated interiors. The Company’s customers in the corporate, government, education and healthcare sectors benefit from DIRTT’s precise design and costing; rapid lead times with the highest levels of customization and flexibility; and faster, cleaner construction. DIRTT’s manufacturing facilities are in Phoenix, Savannah, Kelowna and Calgary. DIRTT’s team supports more than 100 sales distribution partners throughout North America, the Middle East and Asia. DIRTT trades on the Toronto Stock Exchange under the symbol “DRT.” For more information visit www.DIRTT.net or contact us at [email protected].