OneMove Capital Warns Dye & Durham's Board Against Renewed Entrenchment Tactics, Urges Peace

Encourages Shareholders to Urge the Company to Pursue a Constructive Resolution and Avoid an Unnecessary, Costly Proxy Contest

OneMove Capital Confirms Its Nominees Are Uniquely Qualified to Address Dye and Durham's Financial and Strategic Challenges

Underscores that any Attempt by the Board to Challenge OneMove's Proper Nomination Comes at the Expense of Shareholders

Urges the Board Not to Use Manufactured Issues as a Pretext to Delay the Annual Meeting and Deny Shareholders a Timely Vote

BRIDGETOWN, Barbados, Dec. 3, 2025 /CNW/ - OneMove Capital Ltd. ("OneMove"), a major shareholder of Dye & Durham Limited ("Dye & Durham" or the "Company") (TSX: DND), today issued the following statement regarding the Board of Directors' (the "Board") 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.

We have 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 our 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. We strongly encourage 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. Our 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.

We call 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 our qualified slate at the upcoming annual meeting.  Our 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. We further urge 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 our nomination, it would raise serious concerns about the Board's true intentions, and we will not allow the governance process to be manipulated in this way.

We understand 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 upcoming vote or to advance a specific transaction. OneMove as well as other significant shareholders share 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 Capital Ltd. is a private investment firm focused on unlocking value in technology-enabled businesses through disciplined governance, strategic oversight, and long-term shareholder alignment.

Information in Support of Public Broadcast Exemption under Canadian Law

The information contained in this press release does not and is not meant to constitute a solicitation of a proxy within the meaning of applicable corporate and securities laws. Shareholders of the Company are not being asked at this time to execute a proxy in favour of OneMove's director nominees or in respect of any other matter to be acted upon at the Annual Meeting. In connection with the Annual Meeting, OneMove intends to file a dissident information circular in due course in compliance with applicable corporate and securities laws. Notwithstanding the foregoing, OneMove has voluntarily provided in, or incorporated by reference into, this press release the disclosure required under section 9.2(4) of NI 51-102 – Continuous Disclosure Obligations ("NI 51-102") and has filed a document (the "Document") containing disclosure prescribed by applicable corporate law and disclosure required under section 9.2(6) of NI 51-102 in respect of OneMove's director nominees, in accordance with corporate and securities laws applicable to public broadcast solicitations. The Document is hereby incorporated by reference into this press release and is available under the Company's profile on SEDAR+ at www.sedarplus.ca. The registered office of the Company is 25 York Street, Suite 1100 Toronto, Ontario M5J 2V5.

None of OneMove, any other "dissidents" within the meaning of the Ont. Reg. 62 of the Business Corporations Act (Ontario) and any partner, officer, director and control person of such "dissidents" (collectively, the "OneMove Group") is requesting that Company shareholders submit a proxy at this time. Once formal solicitation of proxies in connection with the Annual Meeting has commenced, proxies may be revoked in accordance with subsection 110(4) of the Business Corporations Act (Ontario) by a registered holder of Company shares: (a) by completing and signing a valid proxy bearing a later date and returning it in accordance with the instructions contained in the accompanying form of proxy; (b) by depositing an instrument in writing that is signed by the shareholder or an attorney who is authorized by a document that is signed in writing or by electronic signature; (c) by transmitting by telephonic or electronic means a revocation that is signed by electronic signature in accordance with applicable law, as the case may be: (i) at the registered office of the Company at any time up to and including the last business day preceding the day the Annual Meeting or any adjournment or postponement of the Annual Meeting is to be held, or (ii) with the chair of the Annual Meeting on the day of the Annual Meeting or any adjournment or postponement of the Annual Meeting; or (d) in any other manner permitted by law. In addition, proxies may be revoked by a non-registered holder of Company shares at any time by written notice to the intermediary in accordance with the instructions given to the non-registered holder by its intermediary.

The costs incurred in the preparation and mailing of any circular or proxy solicitation by OneMove and any other participants named herein will be borne directly and indirectly by the OneMove Group. However, to the extent permitted under applicable law, the OneMove Group intends to seek reimbursement from the Company of all expenses incurred in connection with the solicitation of proxies for the election of OneMove's nominees at the Annual Meeting.

This press release and any solicitation made by OneMove is, or will be, as applicable, made by such parties, and not by or on behalf of the management of the Company. Proxies may be solicited by proxy circular, mail, telephone, email or other electronic means, as well as by newspaper or other media advertising and in person by managers, directors, officers and employees of Engine who will not be specifically remunerated therefor. In addition, OneMove may solicit proxies by way of public broadcast, including press release, speech or publication and any other manner permitted under applicable Canadian laws, and may engage the services of one or more agents and authorize other persons to assist it in soliciting proxies on their behalf.

No member of the OneMove Group nor any of their associates or affiliates has or has had any material interest, direct or indirect, in any transaction since the beginning of the Company's last completed financial year or in any proposed transaction that has materially affected or will or would materially affect the Company or any of the Company's affiliates. Given the significant governance issues at the Company, OneMove, as a shareholder, supported the Board meaningfully engaging with Plantro's September offer and anticipated that, if completed, OneMove would roll its shares into such transaction. No member of the OneMove Group nor any of their associates or affiliates has any material interest, direct or indirect, by way of beneficial ownership of securities or otherwise, in any matter to be acted upon at the Annual Meeting, other than the election of directors.

Disclaimer for Forward-Looking Information

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 anticipated financial and operating performance of Dye & Durham; anticipated changes to Dye & Durham's debt levels and financial ratios; the outcome of the Annual Meeting; the release of a transition plan and go-forward strategy; anticipated EBITDA; and achieving organic growth, free cash flow generation and leverage reduction. 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 Engine hereafter becomes aware, except as required by applicable law.

SOURCE OneMove Capital Ltd.

Contact Information: OneMove Capital Ltd., Email: [email protected], Phone: [phone]