{"success":true,"data":{"pressRelease":{"id":"138838","rtpr_id":"nBw5fmjcfa-20260909","ticker":"DCBO","exchange":"NASDAQ","all_tickers":["DCBO"],"title":"Docebo Inc. Announces Preliminary Results of its Substantial Issuer Bid","author":"Business Wire","published_at":"2026-09-09T11:00:01.027Z","article_body":"Docebo Inc. Announces Preliminary Results of its Substantial Issuer Bid\n\nDocebo Inc. (NASDAQ: DCBO; TSX: DCBO) (“Docebo” or the “Company”), the\nEnterprise Platform for the AI-era workforce, unifying skills intelligence,\nlearning, and knowledge in one closed loop, announced today the preliminary\nresults of its substantial issuer bid (the “Offer”) to repurchase for\ncancellation up to US$70,000,000 of its outstanding common shares (the\n“Common Shares”) at a price of US$25.00 per Common Share. The Offer\nexpired at 5:00 p.m. (Eastern Time) on September 8, 2026.\n\nAll of the terms and conditions of the Offer have been complied with or waived\nand, based on a preliminary count by TSX Trust Company (the “Depositary”),\na total of 99,332 Common Shares were properly tendered to the Offer.\nAccordingly, the Company expects to take up and purchase for cancellation all\nof such Common Shares at a purchase price of US$25.00 per Common Share, for\naggregate consideration of US$2,483,300. The aggregate purchase price for the\nCommon Shares taken up under the Offer will be funded entirely from the\nCompany's cash on hand, with no incremental borrowings under its credit\nfacility. The Common Shares expected to be purchased under the Offer represent\napproximately 0.4% of the issued and outstanding Common Shares on a\nnon-diluted basis as of July 20, 2026, the date the terms of the Offer were\npublicly announced. After giving effect to the Offer, approximately 24,947,594\nCommon Shares are expected to be issued and outstanding.\n\nIntercap Inc. (“Intercap”), which beneficially owned 15,913,351 Common\nShares prior to the Offer, representing approximately 63.9% of the Company’s\nissued and outstanding Common Shares, is expected to have 13,351 Common Shares\nacquired under the Offer. Accordingly, following the Offer, Intercap is\nexpected to beneficially own 15,900,000 Common Shares, representing\napproximately 63.7% of the Company’s issued and outstanding Common Shares.\nNo other directors or officers tendered Common Shares pursuant to the Offer.\n\nThe number of Common Shares to be purchased under the Offer is preliminary,\nsubject to verification by the Depositary and assumes that all Common Shares\ntendered through notices of guaranteed delivery will be delivered within the\none trading day settlement period.\n\nThe “specified amount” for purposes of subsection 191(4) of the Income Tax\nAct (Canada) is C$32.44, being the closing trading price for a Common Share on\nthe TSX on September 8, 2026. Shareholders should consult with their own tax\nadvisors with respect to the income tax consequences of the disposition of\ntheir Common Shares under the Offer.\n\nThe full details of the Offer are described in the offer to purchase and\nissuer bid circular dated July 20, 2026, as varied by the notice of variation\nand extension dated August 21, 2026, as well as the related letter of\ntransmittal and notice of guaranteed delivery, copies of which were filed and\nare available on SEDAR+ at www.sedarplus.ca\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.sedarplus.ca&esheet=54600721&newsitemid=20260909391158&lan=en-US&anchor=www.sedarplus.ca&index=1&md5=8ab053f6ecc98731ca38ae82c2676331)\nand on EDGAR at www.sec.gov\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.sec.gov&esheet=54600721&newsitemid=20260909391158&lan=en-US&anchor=www.sec.gov&index=2&md5=2c45a0d156e63161ec74a2f93d0c8362)\n.\n\nForward-Looking Information\n\nThis news release may contain “forward-looking information” and\n“forward-looking statements” (collectively, “forward-looking\ninformation”) within the meaning of applicable securities laws, including,\nwithout limitation, purchases of Common Shares tendered under the Offer and\nIntercap’s expected ownership following the Offer.\n\nThis forward-looking information is based on our opinions, estimates and\nassumptions and there is no assurance that any Common Shares will be purchased\nunder the Offer. Although the Company considers such opinions, estimates and\nassumptions to be appropriate and reasonable as of the date of this press\nrelease, they are subject to known and unknown risks, uncertainties,\nassumptions and other factors that may cause the actual results, level of\nactivity, performance or achievements to be materially different from those\nexpressed or implied by such forward-looking information, including those\nfactors discussed in greater detail under the “Risk Factors” section in\nour Annual Information Form, available free of charge under the Company’s\nprofile on SEDAR+ at www.sedarplus.ca\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.sedarplus.ca&esheet=54600721&newsitemid=20260909391158&lan=en-US&anchor=www.sedarplus.ca&index=3&md5=533efae8c6093825ea0e9173d2a483bb)\nand on EDGAR at www.sec.gov\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.sec.gov&esheet=54600721&newsitemid=20260909391158&lan=en-US&anchor=www.sec.gov&index=4&md5=7217d8d59b793942ab22863977a32676)\n, and should be considered carefully by prospective Investors.\n\nIf any of these risks or uncertainties materialize, or if the opinions,\nestimates or assumptions underlying the forward-looking information prove\nincorrect, actual results or future events might vary materially from those\nanticipated in the forward-looking information. Although we have attempted to\nidentify important risk factors that could cause actual results to differ\nmaterially from those contained in forward-looking information, there may be\nother risk factors not presently known to us or that we presently believe are\nnot material that could also cause actual results or future events to differ\nmaterially from those expressed in such forward-looking information. There can\nbe no assurance that such information will prove to be accurate, as actual\nresults and future events could differ materially from those anticipated in\nsuch information. No forward-looking statement is a guarantee of future\nresults. Accordingly, you should not place undue reliance on forward-looking\ninformation, which speaks only as of the date made. The forward-looking\ninformation contained in this press release represents our expectations as of\nthe date specified herein and are subject to change after such date. However,\nwe disclaim any intention or obligation or undertaking to update or revise any\nforward- looking information whether as a result of new information, future\nevents or otherwise, except as required under applicable securities laws.\n\nAll of the forward-looking information contained in this press release is\nexpressly qualified by the foregoing cautionary statements.\n\nAbout Docebo\n\nDocebo is redefining the way enterprises leverage technology to create and\nmanage content, deliver training, and measure the business impact of their\nlearning programs. With Docebo’s end-to-end learning platform, organizations\nworldwide are equipped to deliver scaled, personalized learning across all\ntheir audiences and use cases, driving growth and powering their business.\n\n\n\nView source version on businesswire.com:\nhttps://www.businesswire.com/news/home/20260909391158/en/\n(https://www.businesswire.com/news/home/20260909391158/en/)\n\nFor further information, please contact: \n\nMike McCarthy\n\nVice President – Investor Relations\n\n(214) 830-0641\n\nmike.mccarthy@docebo.com (mailto:mike.mccarthy@docebo.com)\n\n\nCopyright Business Wire 2026","article_body_html":"","raw_payload":{"data":{"id":"nBw5fmjcfa-20260909","title":"Docebo Inc. Announces Preliminary Results of its Substantial Issuer Bid","author":"Business Wire","ticker":"DCBO","created":"2026-09-09T11:00:01.027Z","tickers":["DCBO"],"exchange":"NASDAQ","article_body":"Docebo Inc. Announces Preliminary Results of its Substantial Issuer Bid\n\nDocebo Inc. (NASDAQ: DCBO; TSX: DCBO) (“Docebo” or the “Company”), the\nEnterprise Platform for the AI-era workforce, unifying skills intelligence,\nlearning, and knowledge in one closed loop, announced today the preliminary\nresults of its substantial issuer bid (the “Offer”) to repurchase for\ncancellation up to US$70,000,000 of its outstanding common shares (the\n“Common Shares”) at a price of US$25.00 per Common Share. The Offer\nexpired at 5:00 p.m. (Eastern Time) on September 8, 2026.\n\nAll of the terms and conditions of the Offer have been complied with or waived\nand, based on a preliminary count by TSX Trust Company (the “Depositary”),\na total of 99,332 Common Shares were properly tendered to the Offer.\nAccordingly, the Company expects to take up and purchase for cancellation all\nof such Common Shares at a purchase price of US$25.00 per Common Share, for\naggregate consideration of US$2,483,300. The aggregate purchase price for the\nCommon Shares taken up under the Offer will be funded entirely from the\nCompany's cash on hand, with no incremental borrowings under its credit\nfacility. The Common Shares expected to be purchased under the Offer represent\napproximately 0.4% of the issued and outstanding Common Shares on a\nnon-diluted basis as of July 20, 2026, the date the terms of the Offer were\npublicly announced. After giving effect to the Offer, approximately 24,947,594\nCommon Shares are expected to be issued and outstanding.\n\nIntercap Inc. (“Intercap”), which beneficially owned 15,913,351 Common\nShares prior to the Offer, representing approximately 63.9% of the Company’s\nissued and outstanding Common Shares, is expected to have 13,351 Common Shares\nacquired under the Offer. Accordingly, following the Offer, Intercap is\nexpected to beneficially own 15,900,000 Common Shares, representing\napproximately 63.7% of the Company’s issued and outstanding Common Shares.\nNo other directors or officers tendered Common Shares pursuant to the Offer.\n\nThe number of Common Shares to be purchased under the Offer is preliminary,\nsubject to verification by the Depositary and assumes that all Common Shares\ntendered through notices of guaranteed delivery will be delivered within the\none trading day settlement period.\n\nThe “specified amount” for purposes of subsection 191(4) of the Income Tax\nAct (Canada) is C$32.44, being the closing trading price for a Common Share on\nthe TSX on September 8, 2026. Shareholders should consult with their own tax\nadvisors with respect to the income tax consequences of the disposition of\ntheir Common Shares under the Offer.\n\nThe full details of the Offer are described in the offer to purchase and\nissuer bid circular dated July 20, 2026, as varied by the notice of variation\nand extension dated August 21, 2026, as well as the related letter of\ntransmittal and notice of guaranteed delivery, copies of which were filed and\nare available on SEDAR+ at www.sedarplus.ca\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.sedarplus.ca&esheet=54600721&newsitemid=20260909391158&lan=en-US&anchor=www.sedarplus.ca&index=1&md5=8ab053f6ecc98731ca38ae82c2676331)\nand on EDGAR at www.sec.gov\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.sec.gov&esheet=54600721&newsitemid=20260909391158&lan=en-US&anchor=www.sec.gov&index=2&md5=2c45a0d156e63161ec74a2f93d0c8362)\n.\n\nForward-Looking Information\n\nThis news release may contain “forward-looking information” and\n“forward-looking statements” (collectively, “forward-looking\ninformation”) within the meaning of applicable securities laws, including,\nwithout limitation, purchases of Common Shares tendered under the Offer and\nIntercap’s expected ownership following the Offer.\n\nThis forward-looking information is based on our opinions, estimates and\nassumptions and there is no assurance that any Common Shares will be purchased\nunder the Offer. Although the Company considers such opinions, estimates and\nassumptions to be appropriate and reasonable as of the date of this press\nrelease, they are subject to known and unknown risks, uncertainties,\nassumptions and other factors that may cause the actual results, level of\nactivity, performance or achievements to be materially different from those\nexpressed or implied by such forward-looking information, including those\nfactors discussed in greater detail under the “Risk Factors” section in\nour Annual Information Form, available free of charge under the Company’s\nprofile on SEDAR+ at www.sedarplus.ca\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.sedarplus.ca&esheet=54600721&newsitemid=20260909391158&lan=en-US&anchor=www.sedarplus.ca&index=3&md5=533efae8c6093825ea0e9173d2a483bb)\nand on EDGAR at www.sec.gov\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.sec.gov&esheet=54600721&newsitemid=20260909391158&lan=en-US&anchor=www.sec.gov&index=4&md5=7217d8d59b793942ab22863977a32676)\n, and should be considered carefully by prospective Investors.\n\nIf any of these risks or uncertainties materialize, or if the opinions,\nestimates or assumptions underlying the forward-looking information prove\nincorrect, actual results or future events might vary materially from those\nanticipated in the forward-looking information. Although we have attempted to\nidentify important risk factors that could cause actual results to differ\nmaterially from those contained in forward-looking information, there may be\nother risk factors not presently known to us or that we presently believe are\nnot material that could also cause actual results or future events to differ\nmaterially from those expressed in such forward-looking information. There can\nbe no assurance that such information will prove to be accurate, as actual\nresults and future events could differ materially from those anticipated in\nsuch information. No forward-looking statement is a guarantee of future\nresults. Accordingly, you should not place undue reliance on forward-looking\ninformation, which speaks only as of the date made. The forward-looking\ninformation contained in this press release represents our expectations as of\nthe date specified herein and are subject to change after such date. However,\nwe disclaim any intention or obligation or undertaking to update or revise any\nforward- looking information whether as a result of new information, future\nevents or otherwise, except as required under applicable securities laws.\n\nAll of the forward-looking information contained in this press release is\nexpressly qualified by the foregoing cautionary statements.\n\nAbout Docebo\n\nDocebo is redefining the way enterprises leverage technology to create and\nmanage content, deliver training, and measure the business impact of their\nlearning programs. With Docebo’s end-to-end learning platform, organizations\nworldwide are equipped to deliver scaled, personalized learning across all\ntheir audiences and use cases, driving growth and powering their business.\n\n\n\nView source version on businesswire.com:\nhttps://www.businesswire.com/news/home/20260909391158/en/\n(https://www.businesswire.com/news/home/20260909391158/en/)\n\nFor further information, please contact: \n\nMike McCarthy\n\nVice President – Investor Relations\n\n(214) 830-0641\n\nmike.mccarthy@docebo.com (mailto:mike.mccarthy@docebo.com)\n\n\nCopyright Business Wire 2026"},"type":"article","timestamp":"2026-09-09T11:00:01.116335469Z","server_sent_at_ms":1788951601116},"received_at":"2026-09-09T11:00:01.167Z","source_url":"https://www.businesswire.com/news/home/20260909391158/en/"},"analysis":{"id":"127680","press_release_id":"138838","analysis_json":{"industry":{"label":"Software","sector":"Information Technology"},"redFlags":["Substantial issuer bid massively undersubscribed: US$2.48M taken up vs US$70M authorized (~3.5% utilization)","Controlling shareholder Intercap retains ~63.7% ownership, keeping free float limited"],"eventType":"buyback","narrative":"Docebo's substantial issuer bid to repurchase up to US$70,000,000 of common shares at US$25.00 per share drew only 99,332 tendered shares, for aggregate consideration of US$2,483,300.\n\nThe take-up represents roughly 0.4% of shares outstanding and leaves the post-offer count at approximately 24,947,594 shares; the purchase is funded entirely from cash on hand with no incremental borrowings under the credit facility.\n\nIntercap, which held about 63.9% of shares before the offer, tendered just 13,351 shares and will retain roughly 63.7% ownership; no other directors or officers tendered into the Offer.\n\nThe minimal uptake implies holders see the stock as worth more than the US$25.00 tender price, making this an immaterial capital return rather than a meaningful buyback.","sentiment":"neutral","agentHooks":{"shouldPost":false,"suggestedAngle":"Tender offer fizzled -- only $2.5M of the $70M buyback was taken up, signaling holders value DCBO well above the US$25.00 tender price."},"keyFigures":{"customDimensions":{"funding":"cash on hand, no incremental borrowings","offer_price_usd":25,"shares_tendered":99332,"buyback_actual_usd":2483300,"specified_amount_cad":"C$32.44","buyback_authorized_usd":70000000,"pct_shares_repurchased":"approximately 0.4%","shares_outstanding_post_offer":24947594,"intercap_ownership_pre_offer_pct":"63.9%","intercap_ownership_post_offer_pct":"63.7%"}},"quotedText":"a total of 99,332 Common Shares were properly tendered to the Offer","namedEntities":{"people":[{"name":"Mike McCarthy","role":"Vice President - Investor Relations"}],"products":[],"companies":[{"name":"Docebo Inc.","ticker":"DCBO","relationship":"filer/issuer"},{"name":"Intercap Inc.","relationship":"controlling shareholder (~63.7% post-offer)"},{"name":"TSX Trust Company","relationship":"depositary for the offer"}],"dollarAmounts":[{"amount":"US$70,000,000","context":"maximum repurchase amount under the substantial issuer bid"},{"amount":"US$25.00","context":"per-share purchase price under the Offer"},{"amount":"US$2,483,300","context":"aggregate consideration for shares tendered"},{"amount":"C$32.44","context":"specified amount for Canadian income tax purposes (TSX closing price September 8, 2026)"}]},"materialImpact":{"score":2,"reasoning":"Routine completion of a previously announced substantial issuer bid that was massively undersubscribed: only US$2,483,300 of shares were taken up against a US$70,000,000 maximum (~0.4% of shares outstanding), funded from cash on hand. No material change to capital structure or balance sheet."},"tickerRelevance":{"others":[],"primary":"DCBO"},"globalImportance":22,"audienceRelevance":25,"eventTypeSecondary":[],"importanceComponents":{"tickerTier":"mid-cap SaaS","eventGravity":"routine corporate action, undersubscribed issuer bid","issuerAuthored":true,"marketCapAdjustment":"actual repurchase only ~0.4% of shares outstanding","retailFavoriteBoost":"moderate SaaS retail following"}},"event_type":"buyback","event_type_secondary":null,"sentiment":"neutral","material_impact_score":2,"narrative":"Docebo's substantial issuer bid to repurchase up to US$70,000,000 of common shares at US$25.00 per share drew only 99,332 tendered shares, for aggregate consideration of US$2,483,300.\n\nThe take-up represents roughly 0.4% of shares outstanding and leaves the post-offer count at approximately 24,947,594 shares; the purchase is funded entirely from cash on hand with no incremental borrowings under the credit facility.\n\nIntercap, which held about 63.9% of shares before the offer, tendered just 13,351 shares and will retain roughly 63.7% ownership; no other directors or officers tendered into the Offer.\n\nThe minimal uptake implies holders see the stock as worth more than the US$25.00 tender price, making this an immaterial capital return rather than a meaningful buyback.","key_figures":{"customDimensions":{"funding":"cash on hand, no incremental borrowings","offer_price_usd":25,"shares_tendered":99332,"buyback_actual_usd":2483300,"specified_amount_cad":"C$32.44","buyback_authorized_usd":70000000,"pct_shares_repurchased":"approximately 0.4%","shares_outstanding_post_offer":24947594,"intercap_ownership_pre_offer_pct":"63.9%","intercap_ownership_post_offer_pct":"63.7%"}},"named_entities":{"people":[{"name":"Mike McCarthy","role":"Vice President - Investor Relations"}],"products":[],"companies":[{"name":"Docebo Inc.","ticker":"DCBO","relationship":"filer/issuer"},{"name":"Intercap Inc.","relationship":"controlling shareholder (~63.7% post-offer)"},{"name":"TSX Trust Company","relationship":"depositary for the offer"}],"dollarAmounts":[{"amount":"US$70,000,000","context":"maximum repurchase amount under the substantial issuer bid"},{"amount":"US$25.00","context":"per-share purchase price under the Offer"},{"amount":"US$2,483,300","context":"aggregate consideration for shares tendered"},{"amount":"C$32.44","context":"specified amount for Canadian income tax purposes (TSX closing price September 8, 2026)"}]},"model_name":"glm-5.3-flash","prompt_hash":"sha256:727b4b9429a443af","schema_hash":"sha256:05005c02d9cffac9","created_at":"2026-09-09T11:05:19.618Z","global_importance":22,"audience_relevance":25,"importance_components":{"tickerTier":"mid-cap SaaS","eventGravity":"routine corporate action, undersubscribed issuer bid","issuerAuthored":true,"marketCapAdjustment":"actual repurchase only ~0.4% of shares outstanding","retailFavoriteBoost":"moderate SaaS retail following"}},"durationMs":42333,"modelName":"glm-5.3-flash"}}