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Third Quarter 2025 Highlights
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- Revenue of $420.1 million, an increase of 11.9% from the third quarter of 2024, with Same Practice Revenue Growth (“SPRG”)1 of 4.3%.
- Adjusted EBITDA1 of $78.7 million, an increase of 14.2% compared to the same period in 2024; Adjusted EBITDA Margin1 of 18.7%, an increase of 30 basis points over the same period in 2024.
- Adjusted Free Cash Flow1 and Adjusted free cash flow per Share1 of $43.7 million and $0.22, an increase of 20.7% and 15.8%, respectively, over the same period in 2024; Adjusted Net Income1 of $28.8 million.
- Net debt / PF Adjusted EBITDA after rent Ratio1 of 3.58x, a decrease of 0.45x compared to the same period in 2024.
- Acquired 13 new practice locations which are expected to generate $8.4 million in PF Adjusted EBITDA after rent1 at 7.5x expanding Dentalcorp’s national footprint to 590 locations.
- Achieved a 90.3% recurring patient visit rate1, reflecting predictable and continued patient demand across the network.
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Non-IFRS financial measure, non-IFRS ratio, or supplementary financial measure. For comprehensive definitions and quantitative reconciliations, please refer to the “Non-IFRS and Other Financial Measures” section within this news release.
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TORONTO — dentalcorp Holdings Ltd. (“Dentalcorp” or the “Company”) (TSX: DNTL), Canada’s largest and one of North America’s fastest growing networks of dental practices, today announced its financial and operating results for the third quarter ended September 30, 2025. All financial figures are in Canadian dollars unless otherwise indicated.
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“We delivered revenue and Adjusted EBITDA growth of approximately 12% and 14%, respectively, over the third quarter of 2024. Third quarter Adjusted EBITDA Margin expanded 30 basis points over the third quarter of 2024 to 18.7%,” said Graham Rosenberg, CEO and Chairman of Dentalcorp.
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“We generated $43.7 million in Adjusted Free Cash Flow in the third quarter of 2025, representing an increase of approximately 21% over the third quarter of 2024,” Rosenberg continued. “This led to continued deleveraging, with our Net Debt / PF Adjusted EBITDA after rent Ratio decreasing to 3.58x, a reduction of 0.45x from the third quarter of 2024,” Rosenberg said.
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“During the third quarter of 2025, we acquired 13 new practices that are expected to generate $8.4 million in PF Adjusted EBITDA after rent, at an average multiple of 7.5x,” said Nate Tchaplia, President and Chief Financial Officer.
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“With regards to the federal government’s Canadian Dental Care Plan (“CDCP”), we have treated over 135,000 CDCP patients with 95% of our practices currently accepting CDCP patients,” Tchaplia concluded.
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Arrangement Agreement
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On September 26, 2025, the Company entered into a definitive arrangement agreement (the “Arrangement Agreement”) to be acquired by funds affiliated with GTCR LLC (“GTCR”) in an all-cash transaction that values the Company at approximately $2.2 billion on an equity value basis and $3.3 billion on an enterprise value basis. Subject to certain conditions, the newly-formed acquisition vehicle controlled by funds affiliated with GTCR will acquire all of the issued and outstanding Subordinate Voting Shares and Multiple Voting Shares, other than certain Shares being rolled into the capital structure of the Purchaser or an affiliate thereof, for a price of $11.00 per Share, in cash (the “Transaction”). This price represents a premium of approximately 33% to both the closing price and the 20-trading day volume weighted average trading price as of September 25, 2025, being the last trading day prior to announcement of the Transaction.
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Further information regarding the terms and conditions of the Transaction are set out in the Arrangement Agreement, which is available on the Company’s profile on SEDAR+ at sedarplus.ca.
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Conference Call Notification and Financial Outlook
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In light of the Transaction, the Company will not hold the conference call previously scheduled for Thursday, November 6, 2025, at 8:30 a.m. ET. and is suspending our practice of providing financial outlook for future periods.
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Consolidated Financial Results
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Three months ended September 30, | Nine months ended September 30, | ||||||||||
2025 | 2024 | 2025 | 2024 | ||||||||
$ | $ | $ | $ | ||||||||
(expressed in millions of dollars) | (expressed in millions of dollars) | ||||||||||
Revenue | 420.1 | 375.4 | 1,264.7 | 1,147.6 | |||||||
Cost of revenue | 209.0 | 188.9 | 630.6 | 574.6 | |||||||
Gross profit | 211.1 | 186.5 | 634.1 | 573.0 | |||||||
Selling, general and administrative expenses | 141.9 | 119.7 | 414.6 | 372.6 | |||||||
Depreciation and amortization | 42.9 | 51.8 | 140.2 | 153.7 | |||||||
Share-based compensation | 5.5 | 2.7 | 10.0 | 9.8 | |||||||
Foreign exchange (gain) loss | (0.1 | ) | 0.1 | 0.1 | (0.3 | ) | |||||
Net finance costs | 21.9 | 22.4 | 63.7 | 69.4 | |||||||
Change in fair value of financial instruments at fair value through profit or loss | 3.6 | 18.1 | 14.7 | 19.5 | |||||||
Other losses | — | 0.4 | 0.9 | 2.7 | |||||||
Loss before income taxes | (4.6 | ) | (28.7 | ) | (10.1 | ) | (54.4 | ) | |||
Income tax expense (recovery) | 0.3 | (6.0 | ) | 4.1 | (8.1 | ) | |||||
Net loss and comprehensive loss | (4.9 | ) | (22.7 | ) | (14.2 | ) | (46.3 | ) | |||
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Other Metrics
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Adjusted EBITDA(a) | 78.7 | 68.9 | 235.8 | 210.9 | |||
Adjusted net income(a) | 28.8 | 25.5 | 89.1 | 69.6 | |||
Adjusted free cash flow(a) | 43.7 | 36.2 | 133.6 | 69.6 |
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(a) | Non-IFRS financial measure, non-IFRS ratio or supplementary financial measure. See the “Non-IFRS and Other Financial Measures and Ratios” section of this release for definitions and quantitative reconciliations. |
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Non-IFRS and Other Financial Measures and Ratios
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As appropriate, we supplement our results of operations determined in accordance with IFRS with certain non-IFRS and other financial measures and ratios as we believe these non-IFRS and other financial measures are useful to investors, lenders and others in assessing our performance and highlighting trends in our core business that may not otherwise be apparent when relying solely on IFRS measures. Our management also uses non-IFRS measures for purposes of comparing to prior periods; preparing annual operating budgets; developing future projections and earnings growth prospects; measuring the profitability of ongoing operations; analyzing our financial condition, business performance and trends, including the operating performance of the business after taking into consideration the acquisitions of dental practices; and determining components of employee compensation. As such, these measures are provided as additional information to complement IFRS measures by providing further understanding of our results of operations from management’s perspective, including how we evaluate our financial performance and how we manage our capital structure. We also believe that securities analysts, investors and other interested parties frequently use these non-IFRS and other financial measures and industry metrics in the evaluation of issuers.
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