16/01/2024

Dye & Durham Announces Results of Substantial Issuer Bid

TORONTOJan. 16, 2024 /CNW/ – Dye & Durham Limited (the “Company” or “Dye & Durham“) (TSX: DND) announced today that its substantial issuer bid (the “Offer“) to purchase up to $160,000,000 in aggregate principal amount of 3.75% Senior Unsecured Convertible Debentures due March 1, 2026 (the “Original Debentures“) has been oversubscribed. As the Offer is oversubscribed, and assuming no withdrawals prior to the take up and payment for the tendered Original Debentures, elections made by holders of the Original Debentures tendering to the offer are subject to proration as described in the Offer to Purchase and Circular and Notices of Variations (each as defined below).

Of the $160,000,000 in aggregate principal amount of Original Debentures expected to be taken up under the Offer, Dye & Durham will (i) pay $36,144,000 in cash in consideration of $48,000,000 in principal amount of Original Debentures for which a cash consideration election was made; and (ii) issue $140,000,000 in principal amount of 6.50% senior unsecured extendible convertible debentures due November 1, 2028 (the “New Debentures“) in consideration of $112,000,000 in principal amount of Original Debentures for which a New Debenture election was made.

Original Debentures purchased under the Offer represent approximately 46.4% of the issued and outstanding principal amount of Original Debentures as at October 20, 2023, the date the Offer was publicly announced. After giving effect to the Offer, $185,000,000 in principal amount of Original Debentures will be issued and outstanding and $160,425,000 in principal amount of New Debentures (including previously issued New Debentures) will be issued and outstanding.

Computershare Investor Services Inc., the depositary for the Offer (the “Depositary“), will effect payment for the purchased Original Debentures in respect of which a cash consideration election was made in accordance with the Offer and applicable law. Issuance of New Debentures, for the Original Debentures in respect of which a New Debenture election was made, will be effected by Computershare Trust Company of Canada, the debenture trustee for the New Debentures (the “Debenture Trustee“) in accordance with the Offer and applicable law. Any Original Debentures not taken up, including such Original Debentures not taken up because of proration, will be returned to Debentureholders promptly by the Depositary.

The full details of the Offer are described in the purchase offer and issuer bid circular dated November 1, 2023 (together, the “Offer to Purchase and Circular“), the notice of variation and extension dated December 7, 2023, and the notice of variation and extension dated January 4, 2024 (together the “Notices of Variation“), as well as the related letter of transmittal and notice of guaranteed delivery, copies of which were filed and are available on SEDAR+ at www.sedarplus.com.

This news release is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell Original Debentures.

FORWARD LOOKING INFORMATION

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.

ABOUT DYE & DURHAM LIMITED

Dye & Durham Limited provides premiere 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 KingdomIreland, and Australia.

Additional information can be found at www.dyedurham.com.

SOURCE Dye & Durham Limited

For further information: Media Relations: Morgan McLellan, VP, Global Communications, Dye & Durham Limited, Email: [email protected], Phone: 647-802-4825; Investor Relations: Ross Marshall, LodeRock Advisors Inc., Email: [email protected], Phone: 416.526.1563

Go to Media

LATEST MEDIA

06/02/2024
Press Releases

Dye & Durham Announces Closing of Approximately $145 Million Bought Deal Including Full Exercise of Over-Allotment Option

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/ TORONTO, Feb. 6, 2024 /CNW/ – Dye & Durham Limited (“Dye & Durham” or the “Company“) (TSX: DND) announced today…

Read more
31/01/2024
Press Releases

Dye & Durham to Host Second Quarter Fiscal 2024 Conference Call

TORONTO, Jan. 31, 2024 /CNW/ – Dye & Durham Limited (TSX: DND) (“Dye & Durham” or the “Company”), one of the world’s largest providers of cloud-based legal practice management software designed to make managing…

Read more
17/01/2024
Press Releases

Dye & Durham Announces Approximately $126 Million Bought Deal Offering of Common Shares

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/ Proceeds intended to be used for the repayment of debt Offering is in line with the Company’s…

Read more
05/01/2024
Press Releases

Dye & Durham Increases Offer to Purchase 3.75% Senior Unsecured Convertible Debentures due March 1, 2026

In response to demand, Offer increased to acquire up to $160 million (increased from $100 million) aggregate principal amount of the Original Debenture $140 million aggregate principal amount of the 6.50% senior unsecured extendible…

Read more
19/12/2023
Press Releases

Dye & Durham Announces Voting Results from its Annual General Meeting of Shareholders

TORONTO, Dec. 19, 2023 /CNW/ – Dye & Durham Limited (TSX: DND) (“Dye & Durham” or the “Company“) announced today the results of voting at its annual general meeting of shareholders held on December…

Read more
07/12/2023
Press Releases

Dye & Durham Provides Progress Update Regarding Debt Profile and Strategic Review

41% of the Company’s debt is now fixed rate debt, an increase from 24% previously, reducing the volatility of the Company’s debt service costs Appoints John Robinson as CEO of Canadian financial…

Read more
13/11/2023
Press Releases

Dye & Durham announces strategic review of non-core assets to significantly expedite deleveraging plan

Review to examine ways to generate additional capital to achieve stated goal of total net debt to adjusted EBITDA ratio of four times or less Review will examine variety of…

Read more
06/11/2023
Press Releases

Dye & Durham commences previously announced issuer bid as part of stated plan to improve balance sheet flexibility

TORONTO, Nov. 6, 2023 /CNW/ – Dye & Durham Limited (“Dye & Durham” or the “Company“) (TSX: DND), one of the world’s largest providers of cloud-based legal practice management software designed to make managing…

Read more
30/10/2023
Press Releases

Dye & Durham Reports First Quarter Fiscal 2024 Financial Results

One of the Company’s best quarters on record in terms of revenue, taking into consideration the TM Group divestiture ARR more than doubled to $117 million1,2 since Q1 FY23 and…

Read more
25/10/2023
Press Releases

Dye & Durham to Host First Quarter Fiscal 2024 Conference Call

TORONTO, Oct. 25, 2023 /CNW/ – Dye & Durham Limited (TSX: DND) (“Dye & Durham” or the “Company”), one of the world’s largest providers of cloud-based legal practice management software designed to make managing…

Read more
20/10/2023
Press Releases

Dye & Durham announces actions to improve balance sheet flexibility and reduces convertible debt

Reduces 2026 convertible debenture balance by $95 million to $250 million Reduces overall convertible debt by $10 million with issuance of new $85 million convertible debenture due November 2028 Company extends maturity of $85 million principal by 2.5-years for an…

Read more