Recapitalization of its Credit Facilities & Provides Update TORONTO, Oct. 8, 2021 /CNW/ - Dye & Durham Limited ("Dye & Durham" or the "Company") (TSX: DND), a leading provider of cloud-based software and technology solutions designed to improve efficiency and increase productivity for legal and business professionals, announced today that it has entered into a new approximately $1.8 billion committed senior secured credit facility (the "New Facility").
The Company intends to use the proceeds from the New Facility to repay the amounts outstanding under its existing term loan facility, with the remaining amounts to be used, amongst other things, to finance its continued acquisition strategy.
"We believe the New Facility will give us additional capital flexibility, allowing us to continue to execute on our Build to a Billion strategy," said Matt Proud, CEO of Dye & Durham.
The New Facility is comprised of a (i) $1,520 million initial term loan ("Initial Term Loan"), (ii) $200 million delayed draw term loan ("DDTL"), and (iii) $75 million revolving credit facility ("Revolver"). The Initial Term Loan and DDTL have a maturity date of six years from closing and the Revolver has a maturity date of five years from closing. The DDTL can be drawn in portions to fund permitted acquisitions and is available for two years from closing. Borrowings under the New Facility will be secured by a first charge over substantially all of the Company's assets. The New Facility will contain customary representations and warranties, positive and negative covenants and events of default. The Initial Term Loan and DDTL will not have any financial covenants.
Ares Capital Management LLC acted as Administrative Agent and Lead Arranger with respect to the New Facility.
Canaccord Genuity Corp. acted as financial advisor and DLA Piper LLP acted as legal counsel to Dye & Durham for the transaction. Latham & Watkins LLP acted as legal counsel to the lenders for the transaction.
To further align the interest of the Chief Executive Officer with that of shareholders, the Company also announced today that its board of directors has authorized the grant of 6,851,100 stock options to its Chief Executive Officer. The options have a term of five years. 70% of the options vest based on share price performance metrics and 30% of the options vest based on certain specified corporate milestones. The Chief Executive Officer currently holds 2,336,793 options or, assuming conversion of such options, 3.29% of the outstanding common shares of the Company ("Common Shares"), calculated on a partially-diluted basis. After giving effect to the grant, the Chief Executive Officer is expected to hold 9,187,893 options or, assuming conversion of all such options, 11.80% of the Common Shares, calculated on a partially-diluted basis.