TORONTO, July 2, 2024
/CNW/ - Dye & Durham Limited (the "Company" or "Dye
& Durham") (TSX: DND) announced today that OneMove Capital
Ltd. (formerly known as Seastone Invest Limited) ("OneMove")
provided the Company with notice pursuant to the terms of the
investor rights agreement (the "IRA") dated July 17, 2020 between the Company, Plantro Ltd.
and OneMove, of its nomination of Eric
Shahinian as its nominee for election at the Company's
upcoming special meeting of shareholders scheduled to be held on
August 20, 2024 (the "Special
Meeting"), bringing the total number of nominees to five for
three contested board seats.
The Company currently intends to honour its obligations under
the IRA and nominate Mr. Shahinian as a director at the Special
Meeting, and expects OneMove to also honour its obligations under
the IRA, including in respect of how it votes its shares.
In addition, the Company announced that OneMove submitted a
shareholder proposal in respect of the Special Meeting, pursuant to
which OneMove sought the removal of Edward
Prittie as a director of the Corporation at the Special
Meeting (the "Proposal").
The Company's board of directors (the "Board") carefully
reviewed the Proposal and determined to reject it as invalid. The
Board believes that the Proposal is an attempt by OneMove to
redress a personal grievance against Mr. Prittie, for refusing to
comply with OneMove's demands.
The Board notes that OneMove has designated Mr. Prittie as its
nominee under the IRA since the Company's IPO, and re-nominated him
in each year since. During his tenure on the Board, Mr. Prittie has
served with distinction and acted in the best interests of the
Company. Since the Company's IPO he has also received over 90%
support at each of Dye & Durham's annual meetings of
shareholders, most recently receiving 96.67% of the votes cast for
his re-election at the 2023 Annual Meeting.
Shareholders are not required to take any action at this time.
Shareholders will receive detailed information about the matters to
be presented at the Special Meeting and information about how to
vote in a management information circular in advance of 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, 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