Plantro withdraws acquisition bid for Dye & Durham, reviews its stake (updated)

Dye & Durham

20/10/2025 23:04

Adds Dye's response, details and background throughout

Oct 20 (Reuters) - Dye & Durham's DND.TO second-largest shareholder Plantro withdrew its proposal to acquire the Canadian legal software maker and may reduce or exit its holdings, citing deteriorating financial results and a lack of board engagement.

However, Dye, whose Toronto-listed shares closed down nearly 17% on Monday, said Plantro's statements were inaccurate and added that the company is committed to a strategic review while its financial adviser CIBC has directly engaged with the investor.

This reignites an acrimonious dispute between Dye and Plantro, which has an 11% stake in the company, according to LSEG data, after the parties had called a truce in July when Dye agreed to review strategic alternatives in order to prevent a proxy battle.

Earlier in October, Dye said Plantro delivered an unsolicited proposal to acquire the company in a cash-and-stock deal.

Plantro said on Monday that factors contributing to its decision to rescind the proposal included Dye's "likely debt default" before a sale could close and an inability to produce financial statements.

It added that the acquisition was premised on Dye-owned identity verification and anti-money laundering services provider Credas Technologies not being sold. But Dye announced its divestiture earlier this month for roughly C$146.3 million ($104.32 million), despite Plantro advising against it.

Plantro said that Dye's debt agreements mandate that all asset sale proceeds, including from Credas, must first repay certain lenders before a revolving debt facility.

However, Dye said it can use up to C$30 million of the Credas sale proceeds to repay the revolving credit facility.

Earlier this year, Matthew Proud, former CEO of Dye and head of Plantro, said he would call a special shareholder meeting unless the board could consider changes he proposed to top-level management.

This led to a series of conflicts between Dye and Plantro, including battles over top-level executive changes, proxy fights and a push to sell the company.

Separately, Dye on Monday said it would take legal action to enforce the terms of the July agreement with Plantro.

($1 = 1.4024 Canadian dollars)

 (Reporting by Zaheer Kachwala in Bengaluru and Arsheeya Bajwa; Editing by Vijay Kishore and Alan Barona)

 ((Zaheer.Kachwala@thomsonreuters.com))