OneMove Capital Answers the Sylogist Board's Questions and Asks the One That Matters

Urges Shareholders to Judge the Board by Its Results and to Vote FOR OneMove's Four Director Nominees on the GOLD PROXY CARD

BRIDGETOWN, Barbados, April 30, 2026 /CNW/ -- OneMove Capital Ltd. ("OneMove"), the largest independent shareholder of Sylogist Ltd. (TSX: SYZ) ("Sylogist" or the "Company") owning approximately 15% of the Company's outstanding shares, today responded to the seven questions posed by the Sylogist Board of Directors (the "Board").  

The Board spent 122 pages in its management information circular attacking OneMove and one paragraph on its plan for the business. It has now issued seven more questions to OneMove, but continues to avoid the one that Shareholders want to know: how does the Sylogist Board intend to reverse the destruction of more than 75% of the Company's value? Every dollar this Board spends going after its shareholders is a dollar not spent fixing the business. OneMove will continue to answer every question, as it always has. Unlike the Board, OneMove also published a detailed and actionable plan to turn the Company around. This week, OneMove called out the conflict of interest implicit in PenderFund's representative and called for a real independent special committee so that progress can be made.

OneMove has a plan and the directors to execute it. The Board has seven questions and no answers of its own.

Below, OneMove sets the record straight regarding the Board's distracting and misleading questions:

• Sylogist Question: Why does Mr. Proud believe a 15% ownership stake entitles him to majority Board control?
  This is not a change of control. Full stop. OneMove is not acquiring Sylogist. It is not making a bid. It is nominating four qualified, independent directors to a seven-member board. The only party currently exercising control over this Board is PenderFund, through its insider. OneMove's nominees will end that arrangement and restore the Board's independence. Every director, including Tyler Proud, will owe fiduciary duties to shareholders. The Board knows this. It is using "control" as a scare tactic because it has no answer for 75% value destruction.

• Sylogist Question: Why does Mr. Proud default to conflict rather than constructive engagement?
  OneMove engaged privately with this Board for over 18 months before going public. This week alone, OneMove sent a formal letter requesting that Andrew Shen be appointed Chair of the special committee to ensure genuine independence so that a resolution can actually be reached. The Board has not responded. Instead, it published this letter. Shareholders should ask who is seeking resolution and who is seeking distraction.

• Sylogist Question: Why has Mr. Proud walked away from every settlement offer, and why does he expect shareholders to foot the bill?
  The Board's version of a "settlement" was one new director and no additional change. OneMove was prepared to settle on reasonable terms that would deliver meaningful Board renewal. Each time, PenderFund blocked it. As for costs: the Board has spent shareholders' money on proxy solicitors, lawyers, and a 122-page circular attacking OneMove. We already know this is a board who doesn't care about how much is spent operating the business, it is not surprising they don't care how much they spend entrenching themselves as well.

• Sylogist Question: The facts of Mr. Proud's chaotic track record are public – why does he keep trying to re-write them with opinions?
  Tyler Proud co-founded Dye & Durham, helped build it to nearly $40 million in EBITDA, and stepped off the board after an extremely successful IPO. He has not been a Dye & Durham director or had any control over the company since 2020. The Board is asking shareholders to blame Tyler for what happened at a company he left five years ago while excusing their own directors for what has happened at Sylogist under their direct watch. Shareholders can judge which track record is more relevant to this vote.

• Sylogist Question: Why did Mr. Proud parachute in a last-minute nominee?
  Ed Smith stepped aside to focus on his responsibilities at Dye & Durham. He put shareholders first and didn't make it about himself. This Board should take note.

• Sylogist Question: Why does Mr. Proud's preferred nominee refuse to serve without a final settlement with OneMove?
  After meeting with the incumbent directors, OneMove director nominee Rhonda Bassett-Spiers concluded that the existing Board and PenderFund's influence would make it impossible to implement the change Sylogist needs. She is not the only one who reached that conclusion. CEO candidates have expressed the same concern. As for the Board's attacks on her professional record, she has led three consecutive enterprise software turnarounds. The Board has led one consecutive value destruction.

• Sylogist Question: Why did Mr. Proud omit the Shareholder Rights Plan from his information circular?
  OneMove has no intention of acquiring Sylogist and has stated so publicly. The poison pill is a distraction. The real question shareholders should ask is whose interests it protects: theirs, or the Board's?

How to Vote
OneMove urges Sylogist shareholders to vote FOR its four director nominees – Rhonda Bassett-Spiers, Mary Filippelli, Jonny Franklin-Adams, and Tyler Proud – on their GOLD PROXY CARD or GOLD VOTING INSTRUCTION FORM well in advance of the proxy voting deadline of May 7, 2026, at 5:00 PM MT.

Shareholders who have questions or need help voting should contact Carson Proxy, OneMove's proxy solicitor: 1-800-530-5189 Toll Free (Canada & the United States) 1-416-751-2066 (Local / Text) or at [email protected]

For More Information
For more information about OneMove's nominees and its plan for Sylogist, please visit www.abettersylogist.com.

About OneMove Capital
OneMove Capital Ltd. is a private investment firm focused on small and mid-cap public companies where active engagement and governance improvements can unlock shareholder value. OneMove is an approximately 15% shareholder of Sylogist Ltd.

Forward-Looking Statements
Statements contained herein that are not historical facts constitute "forward-looking statements" and "forward-looking information" (together, "forward-looking statements") within the meaning of applicable securities laws that reflect OneMove's current expectations, assumptions, and estimates of future events, performance and economic conditions. Such forward-looking statements rely on the safe harbor provisions of applicable securities laws. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements and there can be no assurance that the Company's securities will trade at the prices that may be implied herein, and there can be no assurance that any opinion or assumption herein is, or will be proven, correct. Words and phrases such as "anticipate," "believe," "create," "drive," "expect," "forecast," "future," "growth," "intend," "hope," "opportunity," "plan," "confident," "restore," "reduce," "potential," "proposal," "unlock," "upside," "will," "would," and similar words and phrases are intended to identify forward-looking statements. These forward-looking statements may include, but are not limited to, statements concerning: the timing of the annual and special meeting of the Company (the "Meeting") and the proxy cut-offs therefor; the outcomes of the votes conducted at the Meeting; the anticipated outcomes from the actions taken and proposed to be taken by OneMove (including the timing thereof); the anticipated financial and operating performance of the Company; the Company's growth, cash flow, and operating margins; and the Company's go-forward strategy. Such forward-looking statements are not guarantees of future performance or actual results, and readers should not place undue reliance on any forward-looking statement as actual results may differ materially and adversely from forward-looking statements. All forward-looking statements contained herein are made only as of the date hereof, and OneMove disclaims any intention or obligation to update or revise any such forward-looking statements to reflect events or circumstances that subsequently occur, or of which OneMove hereafter becomes aware, except as required by applicable law.

Investor Contact:
OneMove Capital Ltd.
Email: [email protected]
Website: www.abettersylogist.com 

Media Contact
ASC Advisors
Taylor Ingraham / Steve Bruce
[email protected] / [email protected]
203 992 1230

SOURCE OneMove Capital Ltd.