21:35:50 EST Wed 03 Dec 2025
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Dye & Durham Ltd
Symbol DND
Shares Issued 67,171,356
Close 2025-12-03 C$ 2.88
Market Cap C$ 193,453,505
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Dye & Durham dissident OneMove updates nominees

2025-12-03 20:09 ET - News Release

An anonymous representative of OneMove reports

ONEMOVE CAPITAL WARNS DYE & DURHAM'S BOARD AGAINST RENEWED ENTRENCHMENT TACTICS, URGES PEACE

OneMove Capital Ltd., a major shareholder of Dye & Durham Ltd., has issued the following statement regarding the board of directors' latest efforts to entrench itself and disregard shareholder rights, including by raising baseless concerns about OneMove's properly submitted director nomination notice as a potential pretext to invalidate the nomination.

OneMove has worked tirelessly to reach a constructive settlement for independent directors to join the board that would spare the company and its shareholders from the unnecessary costs and disruption of a proxy contest. Despite OneMove's good faith efforts, it has become evident that members of the entrenched Engine board are more focused on advancing their self-interests and those of management than on pursuing a resolution which serves the best interests of the company and its shareholders. Shareholders have reached their limit with directors who refuse to act in the best interests of the company, and that must end immediately with the board stepping up to settle this matter today. OneMove strongly encourages shareholders to write directly to the company and make unmistakably clear that decisive and constructive action is expected now.

The Engine board's actions signal a readiness to take unnecessary steps to preserve control and to limit shareholders' ability to influence the direction of their company. Shareholders have made clear that they want meaningful change. OneMove submitted a proper and timely nomination of a slate of directors for consideration by shareholders. The company is raising contrived issues and requesting information that serves no legitimate purpose. Shareholders do not want a repeat of these tactics. They want a board that responds to their concerns. Investors have grown tired of this pattern and expect a higher standard of governance.

OneMove's proposed slate of nominees will include Eddie Smith, David Giannetto, Allen Taylor and Tyler Proud. Separately, OneMove has nominated Marc Marzotto to serve as a director in accordance with OneMove's investor rights agreement. Its nominees bring significant expertise in addressing complex financial challenges and guiding companies through periods of instability. Their backgrounds include leading successful turnarounds, managing covenant waivers, negotiating with lenders in difficult conditions, and overseeing disciplined and value-focused sale processes. This experience equips them to navigate the issues facing the company today and to act in the best interests of all shareholders. In light of the company's unfounded stall tactics, OneMove has elected to withdraw its proposed nomination of Ronnie Wahi to eliminate any pretext for the company's suggestion of a shareholder group.

OneMove calls on chair Alan Hibben and the rest of the board to put an end to these tactics and ensure that shareholders are given a straightforward and unimpeded opportunity to vote on a qualified slate at the coming annual meeting. Its proposed board is committed to ensuring a full and properly run sale process by an independent committee of directors, and that any offer by any bidder is considered in the course of that process when the time is right and not before. OneMove further urges the board not to use these manufactured issues as a justification to delay the meeting, as shareholders deserve a timely and orderly vote.

If the board chooses to invalidate OneMove's nomination, it would raise serious concerns about the board's true intentions, and OneMove will not allow the governance process to be manipulated in this way.

OneMove understands the outgoing board may attempt to distract shareholders by falsely portraying OneMove as acting in concert with other shareholders to exert undue influence over the outcome of the coming vote or to advance a specific transaction. OneMove, as well as other significant shareholders, shares serious concerns about the company's poor performance and the urgent need for change. As previously disclosed, OneMove's only material interest relates to the election of directors, who would then exercise their fiduciary duty to independently evaluate any proposed transactions in the best interests of all shareholders.

About OneMove Capital Ltd.

OneMove is a private investment firm focused on unlocking value in technology-enabled businesses through disciplined governance, strategic oversight and long-term shareholder alignment.

We seek Safe Harbor.

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