Lexpert Special Editions

28 www.lexpert.ca Big Deals included Kyle Misewich, Andrew McLeod, Grady Mercs (corporate/M&A), Jacob Switzer, Aletha Utley, Sarah Manifold (debt financing), Kevin Zimka (tax), Michael Howcro (employment), Cassandra Brown, and Chris Dickinson (competition). Skadden Arps Slate Meagher & Flom LLP provided U.S. law advice to CRH Medical with a team that included Richard Oliver, Rachel Frankeny (M&A), John Zelenbaba (corporate), and Jenness Parker (litigation). DIALOGUE HEALTH TECHNOLOGIES INC. $100-MILLION IPO CLOSING DATE: APR. 15, 2021 On March 30, Dialogue Health Technologies Inc. completed its previously announced initial public offering on the TSX pursuant to which it sold an aggre- gate of 8,334,000 common shares at a price of $12 per share, for total gross proceeds of approximately $100 million. On April 15, the over-allotment option granted by certain shareholders of Dialogue to the underwriters to purchase up to an additional 1,250,100 common shares at the offering price was exercised in full. e selling shareholders will receive aggregate gross proceeds of approximately $15 million in connection with this secondary offering of common shares. e offering was made through a syndi- cate of underwriters led by National Bank Financial Inc., RBC Capital Markets, Scotiabank and TD Securities Inc. as joint bookrunners and including CIBC World Markets Inc., Desjardins Securities Inc., Canaccord Genuity Corp., iA Private Wealth Inc., INFOR Financial Inc. and Laurentian Bank Securities Inc. e funds raised will allow Dialogue to continue to grow its platform by launching new health and wellness programs. WELL HEALTH ACQUISITION OF CRH MEDICAL CLOSING DATE: APR. 23, 2021 On April 23, 2021, WELL Health Technologies Corp. ("WELL") and CRH Medical Corporation ("CRH") announced the successful completion of their previously announced business combination, pursuant to which WELL acquired all of the issued and outstanding common shares of CRH for US$4 per share in cash, representing an equity consideration of approximately US$286.6 million and a transaction value of approximately US$372.9 million, inclusive of CRH's credit facility. e acquisition, announced Feb. 8, was carried out by way of a statutory court-approved plan of arrangement under the Business Corporations Act (British Columbia) and funded in part by the proceeds of a concurrently announced $302.5-million non-brokered equity offering of subscription receipts, combined with debt facilities provided jointly by the Canadian Imperial Bank of Commerce and HSBC Bank Canada, as well as WELL's existing cash. In connection with completion of the transaction, CRH's shares were delisted from the TSX and trading suspended on the NYSE American. CRH intends to submit an application or other appropriate documents to the applicable securities regu- lators in Canada and the U.S. to cease to be a reporting issuer and to terminate its public reporting obligations. WELL Health Technologies is an omni- channel digital health company with an overarching objective to empower doctors to provide the best and most advanced care possible while leveraging the latest trends in digital health. CRH Medical is a North American company focused on providing gastroenter- ologists throughout the U.S. with innova- tive services and products for the treatment of gastrointestinal diseases. Torys LLP represented WELL Health with a team that included Cheryl Reicin, Janan Paskaran, Brook Wong (corpor- ate/M&A), Andy Beck (U.S. securities law), Christopher Caparelli, Winnie Hu (U.S. regulatory and privacy), and Tom Zverina (debt financing). Blake Cassels & Graydon LLP repre- sented CRH Medical with a team that COMPILED BY ZENA OLIJNYK AND BERNISE CAROLINO > HEALTH SCIENCES DEALS

• Cover