2023-07-26 09:26:56 ET
Canadian life insurance firm Sun Life Financial ( NYSE: SLF ) will purchase virtual health and wellness platform Dialogue Health Technologies ( TSX: CARE:CA ) for a total equity value of C$365 million, the companies said Wednesday.
Sun Life said it will pay C$5.15 per common share to buy out Dialogue, after which Dialogue shareholders will own about 3% interest and Sun Life will own the remaining majority stake.
The deal will be funded via cash and is expected to close in 2023, upon satisfying closing conditions.
Dialogue's founding shareholders, Cherif Habib and Alexis Smirnov, will roll over a portion of their equity and remain in their current roles while the business continues to run as a separate division of Sun Life Canada, with its headquarters remaining in Montréal, Québec.
Dialogue would pay a termination fee of $12 million to Sun Life if it terminates the agreement to accept a superior proposal or if the deal is called off under certain other circumstances.
RBC Capital Markets acted as financial advisor to Sun Life for the transaction, and Torys LLP served as legal counsel to Sun Life.
National Bank Financial acted as the exclusive financial advisor to Dialogue and the financial advisor to its strategic committee. Scotiabank acted as an independent financial advisor to Dialogue's strategic committee.
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Canada's Sun Life snaps up healthcare platform Dialogue in a C$365M deal