TORONTO, April 3, 2026 /CNW/ – Dye & Durham Limited (“Dye & Durham” or the “Company”) (TSX: DND) today announced that it has been notified by the Toronto Stock Exchange (the “TSX”) that the TSX will defer consideration of the acceptance of the Company’s recently announced shareholder rights plan (the “SRP”) until (i) such time as it is satisfied that the appropriate securities commission will not intervene pursuant to National Policy 62-202 – Take-Over Bids – Defensive Tactics in any takeover bid for the Company and (ii) the ratification of the SRP by the shareholders of Dye & Durham within six months of the effective time of the SRP.
As previously announced, the SRP is being adopted in furtherance of the Company’s ongoing sales process for both the Company as a whole and for its Canadian Financial Services Division. The SRP is intended to provide additional time for the Company to pursue the sales process in an orderly manner that is fair to all shareholders after the expiration of the Company’s previously adopted shareholder rights plan effective October 8, 2025 (the “Existing SRP”). The Company currently intends to seek shareholder approval of the SRP at a special meeting of shareholders (the “Special Meeting”) expected to be scheduled for June 2026 or such other date as may be approved by the Board.
The deferral of acceptance of the SRP by the TSX does not affect the adoption or operation of the SRP, which will become effective upon the expiration of the Existing SRP. It is expected that the Existing SRP will expire, and the SRP will be become effective, as of 5:00 pm (Toronto time) on April 8, 2026 provided that a Flip-in Event (as such term is defined in the Existing SRP) has not occurred (other than a Flip-in Event that has been waived in accordance with the terms of the Existing SRP). Once in effect, the SRP will remain effective until the earlier of the close of the Special Meeting if it is not approved by shareholders and the date that is six months from the effective date of the shareholder rights plan agreement. If ratified by shareholders at the Special Meeting, the SRP will remain in effect for a term of three years following such ratification, subject to acceptance of the SRP by the TSX and earlier termination or expiration of the SRP in accordance with its terms.
The description of the SRP and Existing SRP in this press release are qualified in their entirety by the full text of the SRP and Existing SRP, copies of which are available under the Company’s profile on the SEDAR+ website at www.sedarplus.ca. Further details regarding the SRP will be included in the Company’s management information circular prepared in connection with the Special Meeting.
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, Australia, and South Africa.
Additional information can be found at 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, including statements relating to the sales process, expiration of the Existing SRP, operation and termination of the SRP, expected results of the SRP and TSX acceptance of the SRP. All information that is not clearly historical in nature may constitute forward-looking statements. Forward-looking statements are typically identified by the use of terms such phrases 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”. Forward-looking statements, by their nature, are based on assumptions and are subject to known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the forward-looking statement will not occur. The forward-looking statements in this press release speak only as of the date hereof and reflect several material factors, expectations and assumptions. Undue reliance should not be placed on any predictions or forward-looking statements as these may be affected by, among other things, changing external events and general uncertainties of the business. A discussion of the material risks applicable to the Company can be found under “Risk Factors” in Dye & Durham’s most recent annual information form filed on SEDAR+, which can be accessed at www.sedarplus.com. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Dye & Durham disclaims any intention and assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
SOURCE Dye & Durham Limited
For further information: Please contact Investor Relations, [email protected]
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