Docebo Inc. Announces Results of its Substantial Issuer Bid

Executive Summary

• Docebo Inc. announced the results of its $60 million substantial issuer bid to repurchase and cancel up to 2,941,176 common shares at US$20.40 per share.
• The offer was oversubscribed; approximately 74.5% of successfully tendered shares (excluding “odd lot” tenders) will be purchased.
• Intercap Inc.’s post‑offer ownership is expected to increase to roughly 61.6% of the outstanding common shares.

Key Details

• Offer Terms: Up to US$60,000,000 to repurchase common shares at US$20.40 per share; offer expired 5:00 p.m. ET on March 10, 2026.
• Shares Tendered: Preliminary count shows 3,810,842 shares properly tendered.
• Shares Purchased: Company expects to purchase and cancel 2,941,176 shares for an aggregate consideration of US$60 million.
• Ownership Impact: The repurchased shares represent ~10.2% of the issued and outstanding common shares (non‑diluted) as of February 1, 2026; post‑offer outstanding shares expected to be 25,819,890.
• Odd Lot Treatment: “Odd lot” tenders are purchased on a priority basis and not subject to pro‑ration; overall tender participants expected to receive ~74.52% of their successfully tendered shares.
• Intercap Holdings: Prior to the offer Intercap owned 16,285,964 shares (~56.6% of outstanding). Expected post‑offer holdings are 15,913,352 shares (~61.6%). No other directors or officers tendered shares.
• Verification: Final share count subject to verification by TSX Trust Company (Depositary) and assumes delivery within one‑day settlement for guaranteed delivery notices.
• Documentation: Full offer details filed on SEDAR+ and EDGAR; referenced in the Offer to Purchase and Issuer Bid Circular dated February 1, 2026.

Notable Quotes

(No executive quotes were included in the release.)