DND Dye and Durham Limited

/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 the closing of its previously announced bought deal offering (the "Offering") of common shares of the Company (the "Common Shares"). Pursuant to the Offering, the Company issued a total of 11,960,000 Common Shares at a price of $12.10 per Common Share for gross proceeds to the Company of approximately $145 million, which includes the exercise, in full, by the Underwriters (as defined below) of the over-allotment option granted by the Company to purchase up to an additional 1,560,000 Common Shares at a price of $12.10 per Common Share.

The Offering was conducted through a syndicate of underwriters led by Canaccord Genuity Corp. and including BMO Nesbitt Burns Inc., CIBC World Markets Inc., National Bank Financial Inc., Scotia Capital Inc., Cormark Securities Inc., and Raymond James Ltd. (collectively, the "Underwriters"). Goodmans LLP acted as legal counsel to the Company and Bennett Jones LLP acted as legal counsel to the Underwriters.

The Company will use the net proceeds of approximately $139.5 million from the Offering to immediately repay the outstanding balance on its revolving credit facility. The balance of the net proceeds may be used to (a) make a partial repayment of its term credit facility; (b) retire a portion of the outstanding convertible debentures due March 1, 2026; or (c) both, with any amount not so applied being used for general working capital purposes, which includes funding the Company's continued growth strategy.

"By using a portion of the proceeds from the Offering to immediately reduce a portion of the Company's indebtedness, the closing of the Offering marks significant progress towards our previously stated goal of deleveraging the business, including our goal of reducing its leverage ratio to less than four times total net debt to adjusted EBITDA," said Matthew Proud, Chief Executive Officer of Dye & Durham.

No securities regulatory authority has either approved or disapproved the contents of this news release. This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or any acceptance of an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. 

The securities have not been and will not be registered under the United States Securities Act of 1933 (the "U.S. Securities Act"), as amended, or any state securities laws, and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account or benefit of, "U.S. persons" (as defined in Regulation S under the U.S. Securities Act). Accordingly, the securities may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to exemptions from the registrations requirements of the U.S. Securities Act and applicable state securities laws.

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.

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. Specifically, forward-looking statements include, without limitation, statements regarding the Company's anticipated use of proceeds of the Offering. 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, risks relating to the application of the net proceeds received by the Company from the Offering and that the Company cannot specify with certainty the particular uses of the majority of the net proceeds it received from the Offering, the factors discussed under "Risk Factors" in Dye & Durham's most recent annual information form, and the factors discussed under "Risk Factors" in the final short form prospectus of the Company dated January 31, 2024. 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