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Dexterra Announces Renewal of Normal Course Issuer Bid

Press Release

May 22, 2024

Toronto, Ontario – Dexterra Group Inc. (TSX: DXT) (“Dexterra”) is pleased to announce that the Toronto Stock Exchange (“TSX”) has approved its notice of intention to renew its normal course issuer bid (“NCIB”). Pursuant to the terms of the NCIB, commencing on May 23, 2024 and expiring on May 22, 2025, Dexterra may purchase its own common shares for cancellation through the facilities of the TSX or alternative Canadian trading systems, in accordance with the applicable requirements, and as otherwise permitted under applicable securities laws. The maximum number of common shares which may be purchased by Dexterra during the NCIB will not exceed 165,600 common shares being less than 1.0% of 64,147,229 (representing the number of issued and outstanding common shares as of May 16, 2024). The average daily trading volume (the “ADTV”) of the common shares on the TSX for the six-month period ended April 30, 2024 was 29,334 common shares. Under the rules of the TSX, Dexterra is entitled to repurchase during the same trading day on the TSX up to 25% of the ADTV of the common shares, being 7,333 common shares, except where such purchases are made in accordance with the “block purchase” exemption under applicable TSX policy.

In addition to providing shareholders liquidity, Dexterra believes that the common shares have been trading in a price range which does not adequately reflect their value in relation to Dexterra’s business and its future prospects. Dexterra further believes that the purchase of the common shares through the NCIB, at appropriate times, can constitute an attractive investment.

Under its prior NCIB that commenced on May 15, 2023 and terminated on May 14, 2024, Dexterra previously sought and received approval from the TSX to repurchase up to 1,300,000 common shares. During and pursuant to its previously authorized NCIB, Dexterra purchased an aggregate of 1,134,400 common shares through the facilities of the TSX and alternative Canadian trading systems at a weighted-average price of C$5.78 per common share, for total cash consideration of C$6,556,832. Dexterra did not repurchase the maximum allowance under the previous NCIB due to a combination of factors.

Dexterra also announces that it is entering into an automatic share purchase plan (the “ASPP”) with a designated broker to allow for the purchase of its common shares under its NCIB at times when Dexterra normally would not be active in the market due to applicable regulatory restrictions or internal trading black-out periods. Before the commencement of any particular internal trading black-out period, Dexterra may, but is not required to, instruct its designated broker to make purchases of the common shares under the NCIB during the ensuing black-out period in accordance with the terms of the ASPP. Such purchases will be determined by the broker in its sole discretion based on parameters established by Dexterra prior to commencement of the applicable black-out period in accordance with the terms of the ASPP and applicable TSX rules. Outside of these black-out periods, common shares will be purchasable by Dexterra at its discretion under its NCIB.

The NCIB and ASPP is effective as of May 23, 2024 and will terminate on the earliest of the date on which: (a) the maximum annual purchase limit under the NCIB has been reached; (b) the NCIB expires; or (c) Dexterra terminates the ASPP in accordance with its terms. The ASPP constitutes an “automatic securities purchase plan” under applicable Canadian securities laws.

About Dexterra

Dexterra employs more than 8,500 people, delivering a range of support services for the creation, management, and operation of infrastructure across Canada.

Powered by people, Dexterra brings best-in-class regional expertise to every challenge and delivers innovative solutions, giving clients confidence in their day-to-day operations. Activities include a comprehensive range of integrated facilities management services, industry leading workforce accommodation solutions, innovative modular building capabilities, and other support services for diverse clients in the public and private sectors.

For further information contact:
Denise Achonu, CFO
Head office: Airway Centre, 5915 Airport Rd., 4th Floor Mississauga, Ontario L4V 1T1
Telephone: (905) 270-1964

You can also visit our website at dexterra.com.

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