TORONTO, ON – (July 26, 2023) – Today, Sun Life Financial Inc. (“Sun Life”) (TSX:SLF) (NYSE:SLF) is announcing it has entered into an agreement (the “Arrangement Agreement”) to indirectly acquire all of the outstanding common shares (“Common Shares”) of Dialogue Health Technologies Inc. (“Dialogue”) (TSX:CARE) (other than certain Common Shares currently owned by Sun Life’s affiliates and members of Dialogue executive management), Canada’s leading integrated health platform, for $5.15 per Common Share (the “Transaction”). The total equity value of Dialogue is $365 million on a fully diluted basis (or $277 million for equity not currently owned by Sun Life or rolled by certain members of Dialogue’s executive management). Dialogue’s executive management will maintain a minority interest in Dialogue following closing.
Nearly 50 per cent of Canadians say they can’t schedule a same-day or next-day doctor’s appointment. From skin conditions to mental health issues, virtual care is bridging the gap for those needing to quickly connect with a healthcare professional. The Transaction builds on Sun Life’s existing partnership with and
prior investments in Dialogue, solidifying both organizations’ commitment to empowering Canadians to live their healthiest lives.
“Together we will empower Canadians with access to the care they need from the convenience of their home,” said Jacques Goulet, President, Sun Life Canada. “We have seen the positive impact Dialogue has had on the lives of Canadians, as well as the role it plays in our broader health ecosystem. Using Dialogue’s platform for appropriate health concerns can help reduce the strain on our healthcare system.
We are proud to be investing in a Canadian company, headquartered in Montréal, that has tremendous health expertise and incredible growth potential.”
Dialogue offers affordable, on-demand access to quality care. Providing service to companies in Canada
and internationally, nearly 2.8 million members across 50,000 organizations have access to Dialogue’s
healthcare team. Their robust suite of virtual healthcare and well-being services, available 24/7 include:
● Physical Health – convenient access to a multidisciplinary medical team to help treat nonurgent health concerns.
● Mental Health+ – access to a multidisciplinary team of psychologists, psychotherapists,
social workers, physicians, nurses, and health specialists to address a variety of mental
health and wellness or lifestyle concerns. This includes self-led internet-based cognitive
behavioural therapy (iCBT) and practitioner-led therapy.
● Employee Assistance Program (EAP) – access to service providers across multiple disciplines,
including mental health, family and relationships, child and elder care service, work and
career, legal and financial support, and manager coaching and referrals.
● Wellness – personalized wellness and fitness resources to support all stages of a person’s
health and wellness journey.
“We have a strong relationship with Sun Life and our company values are closely aligned. We both care deeply about health and well-being and want to improve access to safe and quality care for everyone. As a company backed by Sun Life, Dialogue will have the resources and flexibility to continue to deliver on its mission by leveraging the respective strengths of both organizations, and we look forward to introducing more innovative digital solutions to empower people on their health journey,” said Cherif Habib, Chief Executive Officer, Dialogue. “This is an exciting new chapter as we look to grow together and shape the future of healthcare in Canada and other markets.”
In March 2020 Sun Life rolled out Dialogue’s services to its Group Benefits Clients under the name Lumino Health Virtual Care. Most recently, Dialogue announced it had reached an agreement with Sun Life U.S. to offer their platform and services to some of Sun Life’s Clients in the U.S., marking Dialogue’s entry to the U.S. market. Today’s announcement builds on Sun Life’s sustainability efforts, empowering Clients to proactively manage their health, no matter where they are on their health journey.
“We’re constantly looking at new and creative ways to empower Canadians throughout their health journeys. Digital health solutions including the services offered by Dialogue have become an important part of the health ecosystem, reducing demand on public care,” said Dave Jones, President, Sun Life Health. “We believe providing Canadians with access to health and wellness tools will create healthier, thriving communities.”
Dialogue will maintain its head office in Montréal, Québec and operate as a standalone entity of Sun Life Canada. They will continue to provide a premium service to all their customers and distribution partners, each of which will continue to have access to Dialogue’s services and capabilities, and will benefit from the combined strengths of both organizations. The Transaction will be financed with cash and is expected to close in 2023, subject to the satisfaction of customary closing conditions.
RBC Capital Markets acted as financial advisor to Sun Life for this Transaction and Torys LLP served as legal counsel to Sun Life.
