- Dye & Durham's
experienced and refreshed nominees, are leading an orderly
transition to a new CEO, supporting the focused and engaged senior
leadership team and driving strong organic growth
- Engine's hand-picked and poorly qualified nominees will not
act as a check on Arnaud Adjler's agenda
- Engine's attempt at wholesale Board and management change
will be value destructive
- With two weeks to the Annual Meeting, Engine has not
provided a plan to shareholders, despite having a year to do
so
- Dye & Durham's Board unanimously recommends a vote
FOR all seven of the Company's nominees on the GOLD
Proxy or GOLD VIF
TORONTO, Dec. 2, 2024
/CNW/ - Dye & Durham Limited ("Dye & Durham" or
the "Company") (TSX: DND) today published a
detailed investor presentation entitled 'A Simple Choice for
Shareholders' (the "Presentation") ahead of the
Company's 2024 annual and special meeting of shareholders (the
"Annual Meeting") scheduled for December 17, 2024. The Presentation was filed
with the Canadian Securities Administrators on SEDAR+ and is
available under the Company's profile at www.sedarplus.ca and
on Dye & Durham's website.
Due to the Canadian postal disruption, shareholders are
encouraged to contact Carson Proxy at 1-800-530-5189, text
416-751-2066, or email info@carsonproxy.com, for assistance in
voting their shares, to obtain replacement proxy materials, or to
obtain a copy of the Presentation.
Dye & Durham's leadership team has a proven track record of
success, have delivered exceptional performance metrics, and built
an unmatched platform – this is our moment to win. Don't let
Engine's Arnaud Adjler disrupt a great Canadian success story.
Shareholders are left with a simple choice: stick with a winning
team leading an orderly CEO transition and that will continue drive
the Company's momentum or Engine's handpicked and poorly qualified
nominees who will throw the Company into chaos and disrupt its
Value Creation Plan.
As detailed in the Presentation, since the Company's IPO in
2020, Dye & Durham's board of directors (the "Board")
and management team have created one of the world's largest legal
technology companies through a deliberate and disciplined approach
to organic and acquisition growth. Dye & Durham is unlocking
substantial value for all shareholders through its strategic Value
Creation Plan, and the Company's nominees possess the right mix of
skills, experience, and expertise required to continue the
disciplined execution that has powered its incredible growth
trajectory.
Dye & Durham's Board has been substantially refreshed,
through a thoughtful and intentional process, since the 2023 annual
meeting. Importantly, this refreshment has enhanced Board
deliberations while maintaining a level of institutional knowledge
that is critical to the Company's continued success.
Engine Capital LP (together with affiliates, "Engine") is
waging a contest in an attempt to take credit for the Company's
already executed repositioning to a global SaaS leader that
delivers long-term sustainable value. To displace the Company's
experienced and highly qualified directors with Engine's
underqualified slate would be potentially value destructive and
would not be in the best interests of Dye & Durham or its
shareholders.
Engine does not want the Board to consider strategic
alternatives, operates on an ever-shifting narrative that is built
on cherry-picked data and outright misstatements, and has failed to
present the Board with even one credible and actionable, strategic
or operational idea.
Additional information is available in the Company's recently
filed Letter to Shareholders and Management Information Circular,
which can be found on SEDAR+ under the Company's profile at
www.sedarplus.ca and on the Dye & Durham's website.
Your vote is very important.
Vote FOR all Dye & Durham's nominees on
the GOLD Proxy or GOLD VIF to protect and maximize shareholder
value.
If you have any questions or need help voting
your shares, please contact Carson Proxy, at Toll Free:
1-800-530-5189 Local and Text: 416-751-2066 or
Email: info@carsonproxy.com.
Advisors
Dye & Durham has retained Goldman Sachs, as its strategic
advisor, Goodmans LLP and Groia & Company as its legal
advisors, Gagnier Communications LLC and Sovereign Advisory Inc. as
its strategic communications advisors, and Carson Proxy as its
proxy solicitor.
About Dye & Durham Limited
Dye & Durham Limited provides premier practice management
solutions empowering legal professionals every day, delivers vital
data insights to support critical corporate transactions and
enables the essential payments infrastructure trusted by government
and financial institutions. The company has operations in
Canada, the United Kingdom, Ireland, and Australia.
Additional information can be found
at www.dyedurham.com.
Forward-Looking Statements
This press release may contain forward-looking information
within the meaning of applicable securities laws, which reflects
Dye & Durham's current expectations regarding future events. In
some cases, but not necessarily in all cases, forward-looking
statements can be identified by the use of forward looking
terminology such as "plans", "targets", "expects" or "does not
expect", "is expected", "an opportunity exists", "is positioned",
"estimates", "intends", "assumes", "anticipates" or "does not
anticipate" or "believes", or variations of such words and phrases
or state that certain actions, events or results "may", "could",
"would", "might", "will" or "will be taken", "occur" or "be
achieved". In addition, any statements that refer to expectations,
projections or other characterizations of future events or
circumstances contain forward-looking statements.
Forward-looking statements are not historical facts, nor
guarantees or assurances of future performance but instead
represent management's current beliefs, expectations, estimates and
projections regarding future events and operating performance.
Forward-looking information is based on a number of assumptions and
is subject to a number of risks and uncertainties, many of which
are beyond Dye & Durham's control, which could cause actual
results and events to differ materially from those that are
disclosed in or implied by such forward-looking information. Such
risks and uncertainties include, but are not limited to, the
factors discussed under "Risk Factors" in Dye & Durham's most
recent annual information form. Dye & Durham does not undertake
any obligation to update such forward-looking information, whether
as a result of new information, future events or otherwise, except
as expressly required by applicable law.
SOURCE Dye & Durham Limited