Sun Life Reports Ownership of Securities of Dialogue Health Technologies Inc.

TORONTO, March 31, 2021 /CNW/ - Sun Life Assurance Company of Canada ("SLA") announced today that it holds 9,175,427 common shares (the "Common Shares") of Dialogue Health Technologies Inc. ("Dialogue"), representing approximately 14.1% of the issued and outstanding Common Shares (as reported in Dialogue's (final) long form prospectus dated March 23, 2021).

The Common Shares were issued following certain pre-closing capital changes (the "Pre-Closing Capital Changes") effected in connection with Dialogue's initial public offering (the "IPO") completed on March 30, 2021. Pursuant to the Pre-Closing Capital Changes, the Series 2 Class B preferred shares of Dialogue (the "Preferred Shares") held by SLA were ultimately converted on a one-for-one basis into an identical number of Common Shares upon completion of the IPO. SLA acquired the Preferred Shares on May 20, 2020 for a price of $3.56771 per share.

On May 20, 2020, SLA was issued a warrant (the "SLA Warrant") to purchase 3,823,097 Preferred Shares, or 3,823,097 Common Shares following completion of the IPO, for an exercise price equal to $3.56771 per share. The SLA Warrant becomes exercisable only if the gross revenue of Dialogue generated by customers subscribed to Dialogue's platform through SLA or its affiliates meets or exceeds certain predetermined revenue targets. Unless exercised, the SLA Warrant will expire on the earliest of: (a) May 20, 2023; (b) a Liquidation Event (as defined in Dialogue's articles); or (c) the date on which the commercial agreement between SLA and Dialogue is terminated (i) by SLA for any reason or (ii) by Dialogue for reason of a breach of the commercial agreement by SLA that has not been remedied within the required timeframe. Assuming the exercise of the SLA Warrant, SLA would beneficially own and control 12,998,524 Common Shares, representing approximately 18.9% of the issued and outstanding Common Shares (as reported in Dialogue's (final) long form prospectus dated March 23, 2021).

SLA holds the Common Shares and the SLA Warrant for investment purposes. SLA may from time to time in the future acquire or dispose of securities of Dialogue for investment purposes.

This press release is being issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which requires that an early warning report be filed under Dialogue's profile on SEDAR (www.sedar.com) containing additional information respecting the foregoing matters. A copy of such report may be obtained by contacting Leigh Chalmers, Senior Vice-President, Head of Corporate Finance and Capital Management (tel: [phone]; email: [email protected]). Dialogue's head and registered office is located at 390 Notre-Dame Street West, Suite 200 Montréal, Québec H2Y 1T9.

About SLA:

SLA is a wholly-owned subsidiary of Sun Life Financial Inc. (together with its subsidiaries and, where applicable, its joint ventures and associates, "Sun Life"). SLA is organized under the Insurance Companies Act (Canada) and its head and registered office is located at 1 York Street, 31^st floor, Toronto, Ontario  M5J 0B6.

Sun Life is a leading international financial services organization providing insurance, wealth and asset management solutions to individual and corporate Clients. Sun Life has operations in a number of markets worldwide, including Canada, the United States, the United Kingdom, Ireland, Hong Kong, the Philippines, Japan, Indonesia, India, China, Australia, Singapore, Vietnam, Malaysia and Bermuda. As of December 31, 2020, Sun Life had total assets under management of C$1,247 billion.

Sun Life Financial Inc. trades on the Toronto (TSX), New York (NYSE) and Philippine (PSE) stock exchanges under the ticker symbol SLF. 

SOURCE Sun Life Assurance Company of Canada