- 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 services infrastructure business
- Upsizes and extends ongoing issuer bid as part of stated plan
to improve balance sheet flexibility.
TORONTO, Dec. 7, 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 a law firm, organizing cases, and
collaborating with clients easy, today provided an update regarding
its progress on its previously announced deleveraging plan.
"Today's update highlights the significant progress we are
making towards achieving our stated goal of reducing our leverage
ratio as quickly as possible to less than four times total net debt
to adjusted EBITDA," said Dye & Durham CEO Matthew Proud. "While our strategic review of
non-core assets is moving ahead at a good pace, we've also taken
important steps to further strengthen our balance sheet and to
appoint a global-grade leader to our Canadian financial services
business to build on its growth momentum."
Increases Fixed Rate Debt as a Proportion of Total
Debt
First, the Company has entered into a $250,000,000 interest rate swap ("IRS") to
manage its exposure to interest rate fluctuations on the Company's
credit facility. With the IRS, 41% of the Company's debt is
now on a fixed rate, an increase from 24% previously which reduces
the volatility of the Company's debt servicing costs. Based on
current rates, the Company's weighted average interest rate on
total debt is 9.4%.
Appointment of CEO of Canadian Financial Services
Infrastructure Business
Second, the Company has appointed John
Robinson as the Chief Executive Officer of its Canadian
financial services infrastructure business, effective immediately.
The Canadian financial services infrastructure business is one of
the Company's non-core assets, which is subject to its previously
announced strategic review.
Mr. Robinson's previous positions include President of Dye &
Durham Canada, as well as Dye
& Durham's Global Chief Operating Officer and Global People and
Commercial Officer. In this new role, Mr. Robinson will lead the
Company's Canadian financial services infrastructure business and
focus on achieving its strategic growth objectives.
"We are extremely excited to announce that John has agreed to
lead our Canadian financial services infrastructure business," Mr.
Proud said. "His extensive industry experience and expertise, as
well as his existing knowledge and understanding of our business
make John the ideal choice for this role."
Upsizing and Extension of Substantial Issuer Bid
Finally, Dye & Durham announced that it has upsized and
extended its existing substantial issuer bid (the "Offer")
to purchase for cancellation a portion of its issued and
outstanding 3.75% senior unsecured convertible debentures due
March 1, 2026 (the "Original
Debentures"). The Offer is part of Dye & Durham's plan,
first announced on October 20, 2023,
to improve the flexibility of its balance sheet and reduce its
convertible debt.
Pursuant to the amendment and extension, the terms of which are
set out in a notice of variation and extension dated December 7, 2023 (the "Notice of
Variation"), the Company has offered to acquired up to
$100,000,000 aggregate principal
amount of the Original Debentures on the basis of, and at the
election of the holder, for each $1,000 principal amount of Original Debentures:
(a) $753 in cash (increased from
$750), subject to an aggregate
maximum of $36,144,000, (b)
$1,250 principal amount of 6.50%
senior unsecured extendible convertible debentures due November 1, 2028 (the "New Debentures"),
subject to an aggregate maximum of $65,000,000, or (c) a combination of cash and New
Debentures. In addition, the Company has extended the expiry date
of the Offer to 5:00 p.m. (Eastern Time) on January 5, 2024, unless
further extended, varied or withdrawn by the Company.
In connection therewith, the Company has entered into a written
agreement with Canaccord Genuity Corp. ("Canaccord") to
extended the initial maturity date its outstanding New Debentures
from December 22, 2023 to
January 12, 2024, or, if earlier, the
date on which the Company delivers to the debenture trustee a
notice declaring that the Company will not be proceeding with the
Offer.
All other terms of the Offer remain unchanged. Details of the
Offer, including instructions for tendering Original Debentures,
are included in the formal offer to purchase and issuer bid
circular dated November 1, 2023 (the
"Offer to Purchase") as amended by the Notice of Variation
(the Notice of Variation together with the with the Offer to
Purchase, the letter of transmittal, and the notice of guaranteed
delivery, the "Offer Documents"). The Notice of Variation
will be mailed to debentureholders, filed with applicable Canadian
securities regulatory authorities and made available without charge
on SEDAR+ at www.sedarplus.ca. Debentureholders should carefully
read the Offer Documents prior to making a decision with respect to
the Offer.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the
securities in any state in which such offer, solicitation or sale
would be unlawful. The securities being offered have not been, nor
will they be, registered under the United States Securities Act of
1933, as amended, and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the
United States Securities Act of 1933, as amended, and applicable
state securities laws.
About Dye & Durham
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
www.dyedurham.com.
Forward-looking
Statements
This press release may contain forward-looking information
within the meaning of applicable securities laws, which reflects
the Company's current expectations regarding future events,
including with respect to the Company's strategic review of its
non-core assets, the independent growth thereof, the timing and
completion of the Offer as amended by the Notice of Variation, and
in respect of the Company's plan to improve the flexibility of its
balance sheet and reduce its convertible debt. 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 the Company'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 risk
that the Company is not able to effect a transaction in respect of
its non-core assets and, that if it is, the results do not result
in deleveraging, and the factors discussed under "Risk Factors" in
the Company's most recent annual information form and "Risks and
Uncertainties" in the Company's most recent management discussion
& analysis on SEDAR+ at www.sedarplus.ca. 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