dentalcorp (DNTL) AGM 2025 summary

Opening remarks and agenda

• Meeting held virtually to ensure equal participation and voting rights for all security holders, with contingency plans for technical issues.

• Agenda included appointment of secretary and scrutineers, confirmation of quorum, and consideration of a special resolution regarding a proposed arrangement.

Shareholder proposals

• The sole item of business was a special resolution to approve a proposed arrangement involving the company, Aria Bidco Investment Limited (purchaser), and Aria Topco Holding Limited (parent), both controlled by GTCR LLC.

• The arrangement entailed the purchaser acquiring all issued and outstanding shares, except rollover and dissent shares, for CAD 11 in cash per share.

• Rollover shares would be exchanged for shares of the parent or a combination of cash and shares, valued at CAD 11 per share.

Corporate governance

• The meeting was chaired by the co-chair of the special committee, with clear roles assigned for secretary and scrutineer.

• Notice and materials were properly distributed to all entitled parties, and quorum was confirmed.

• Voting was conducted online, with procedures in place to ensure accuracy and integrity.