Dye & Durham Reports Second Quarter Fiscal 2026 Financial Results

• Revenue for the three and six months ended December 31, 2025 of $107.0 million and $215.3 million, respectively.
• Net loss for the three and six months ended December 31, 2025 of $(21.8) million and $(60.1) million, respectively.
• Adjusted EBITDA¹ for the three and six ended December 31, 2025 of $50.4 million and $100.8 million, respectively.

TORONTO, Feb. 16, 2026 /CNW/ – Dye & Durham Limited (the “Company” or “Dye & Durham“) (TSX:DND), a leading provider of cloud-based legal practice management software, today announced its financial results for the three and six months ended December 31, 2025.

“Our second quarter reflects a business moving from stabilization to consistent execution,” says George Tsivin, Chief Executive Officer, Dye & Durham. “We continue to generate strong operating cash flow and have taken decisive action to simplify the business, reduce leverage, and reinvest where it matters most to our customers. While parts of our Legal Software Business face near-term market headwinds, we are making tangible progress on our multi-year transformation to reduce complexity and deliver a more connected product experience. With a strengthened team and a clear path forward, we are well positioned for long-term growth.”

Second Quarter Fiscal 2026 Highlights ($ presented in thousands)

Consolidated highlights

• Revenue for the three months ended December 31, 2025, was $107.0 million, a decrease of $8.7 million, or 8%, compared to the three months ended December 31, 2024. Revenue for the six months ended December 31, 2025 and December 31, 2024 was $215.3 million and $232.1 million, respectively, a decrease of $16.8 million, or 7%. The decrease was primarily driven by a combination of market downturn and the impact of lower volumes and pricing from both the loss of customers and contract renewal terms affecting practice management and data insights platforms, partially offset by growth in Banking Technology and Affinity.
• Net loss for the three months ended December 31, 2025 was $21.8 million, compared to a net loss of $19.7 million for the equivalent period in the prior year. Net loss for the six months ended December 31, 2025 was $60.1 million, compared to a net loss of $35.0 million for the equivalent period in the prior year. The greater loss was primarily driven by lower revenue, higher operating expenses, and the stock based compensation reversal in the prior periods partially offset by lower interest costs, lower amortization and lower acquisition, restructuring and other costs.
• Net cash provided by operating activities for the three months ended December 31, 2025 was $33.6 million, compared to $15.6 million for the equivalent period in the prior year. The year over year improvement in cash flow from operations was driven by lower financing costs, lower taxes paid, and improvements in working capital.
• Adjusted EBITDA⁽¹⁾ for the three months ended December 31, 2025 was $50.4 million, a decrease of $14.3 million, or 22%, compared to the three months ended December 31, 2024. For the six months ended December 31, 2025 and 2024, Adjusted EBITDA⁽¹⁾ was $100.8 million and $132.2 million, respectively, a decrease of $31.4 million, or 24%. The decrease in Adjusted EBITDA⁽¹⁾ was driven by revenue impacts described above, strategic reinvestments necessary to stabilize the business, predominantly labour and IT infrastructure, and a lower capitalization rate as the Company temporarily shifted certain expenditures from capitalized projects to maintenance expense.
• The Company was in compliance with the financial maintenance covenant under its senior credit agreement with respect to the three months ended December 31, 2025. At December 31, 2025, the Company had drawn $61.5 million on the revolving credit facility and the Consolidated First Lien Net Leverage Ratio (as such term is defined in the senior credit agreement) was approximately 4.98x.

Quarterly Dividend

As previously disclosed in the Company’s press release dated February 2, 2026, the board of directors of the Company (the “Board“) is continuing to assess the Company’s approach with respect to the declaration and payment of dividends on the Company’s issued and outstanding common shares and has deferred a decision regarding the declaration and payment of dividends until the Board completes a review of the Company’s strategic plan, which is expected to occur during the fiscal quarter ending March 31, 2026. Accordingly, at this time the Board has not declared a dividend with respect to the three-month period ended December 31, 2025. The Board intends to provide an update as to its intended go-forward dividend policy in conjunction with the Company’s release of its strategic plan.

Conference Call Notification

As previously disclosed, the Company will host a conference call on Tuesday, February 17, 2026 at 8:00 a.m. Eastern Time during which senior management will discuss the Company’s financial performance for the three and six months ended December 31, 2025. A question-and-answer session for research analysts will follow the corporate update.

Conference Call Details

Update on Annual General and Special Meeting of Shareholders

On February 11, 2026, Wahi Investments Inc. (“Wahi Investments“) delivered a nomination notice (the “Nomination Notice“) revising and supplementing prior notices submitted by Wahi Investments purporting to nominate Ronnie Wahi for election to the Board at the upcoming Annual General and Special Meeting of Shareholders to be held on March 4, 2026, as previously disclosed by the Company. The Board reviewed the Nomination Notice in good faith in consultation with its legal counsel and determined to accept the Nomination Notice (without prejudice to the Company’s and the Board’s rights, and without any admission as to the completeness, accuracy or validity of the Nomination Notice or any proxy solicitation materials delivered in connection with the nomination of Mr. Wahi) notwithstanding that the Nomination Notice was not fully compliant with the applicable requirements set out in the Company’s By-Law No. 1 (“By-Laws“). In accordance with Section 6.4 of the By-Laws, the information provided in the Nomination Notice is being made publicly available to shareholders on the Company’s website at https://dyedurham.com/investors/governance/.

Additional Information

The quarterly unaudited consolidated financial statements for the three and six months ended December 31, 2025, related Management’s Discussion and Analysis and CEO and CFO certificates are available on SEDAR+ at www.sedarplus.ca.

Non-IFRS Measures

¹ Adjusted EBITDA is a non-IFRS financial measure. This measure is not a recognized measure under IFRS, does not have a standardized meaning prescribed by IFRS and is therefore unlikely to be comparable to similar measures presented by other companies. The Company uses non-IFRS financial measures, namely, “Adjusted EBITDA”, to provide investors with supplemental measures of its operating performance and to eliminate items that have less bearing on operating performance or operating conditions and thus highlight trends in its core business that may not otherwise be apparent when relying solely on IFRS financial measures. Specifically, the Company believes that the aforementioned non-IFRS financial measure, when viewed with the Company’s results under IFRS and the accompanying reconciliations, provide useful information about the Company’s business without regard to potential distortions. By eliminating potential differences in results of operations between periods caused by factors such as depreciation and amortization methods and acquisition, restructuring, impairment and other charges such as acquisition, listing and reorganization related expenses, integration expenses and corporate cost allocations, the Company believes that the non-IFRS financial measures included herein can provide a useful additional basis for comparing the current performance of the underlying operations being evaluated.

Below is the Company’s definition of the non-IFRS measure used herein:

“Adjusted EBITDA” adjusts net loss by adding back financing costs, amortization, depreciation and impairment costs, income tax expense (recovery), stock-based compensation expense (recovery), loss (gain) on contingent receivables and assets held for sale, specific transaction-related expenses related to acquisition and reorganization related expenses, integration and operational restructuring costs and other non-recurring expenses. Operational restructuring costs are incurred as a direct or indirect result of acquisition activities.

See reconciliations in the tables attached to this press release.

ABOUT DYE & DURHAM LIMITED

Dye & Durham Limited provides premier practice management solutions empowering legal professionals every day, delivers vital data insights to support critical corporate transactions and enables the essential payments infrastructure trusted by government and financial institutions. The company has operations in Canada, the United Kingdom, Ireland, Australia, and South Africa.

Additional information can be found at www.dyedurham.com.

Forward-looking Statements

This press release may contain forward-looking information and forward-looking statements within the meaning of applicable securities laws, which reflects the Company’s current expectations regarding future events, including statements with respect to the declaration and payment of dividends, the Company’s intended go-forward dividend policy, and the Company’s intention to release a full strategic plan. In some cases, but not necessarily in all cases, forward-looking statements can be identified by the use of forward looking terminology such as “plans”, “targets”, “expects” or “does not expect”, “is expected”, “an opportunity exists”, “is positioned”, “estimates”, “intends”, “assumes”, “anticipates” or “does not anticipate” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might”, “will” or “will be taken”, …

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