iolite Confirms Special Meeting of Dynacor Group Inc. – Meeting to Proceed Despite Attempts by Dynacor to Block It in Court

Globe and Mail

07-04-2025

iolite Capital Management AG, a Switzerland-based investment manager (' iolite '), as representative of iolite Partners Ltd. called a special meeting of the holders (" Shareholders") of common shares of Dynacor Group Inc. (the ' Company ') to elect Robert Leitz to the board of directors of the Company which is scheduled to take place on April 16, 2025 (the " Meeting").
Key Developments
On March 24, Dynacor filed for a provisional injunction to prevent the Meeting from proceeding.
On March 28, a judge of the Superior Court of Quebec refused to grant the injunction.
iolite is pleased with the outcome and looks forward to having the shareholders have their say on April 16.
Dynacor is at a critical juncture. Recent actions by the Company have exposed severe governance deficiencies that undermine transparency, accountability, and fiduciary responsibilities, including:
Conducting what iolite believes to be an unnecessary, heavily discounted, and unfair capital raise
Responding to legitimate questions from the company's largest shareholder with legal proceedings rather than substantive answers
Rejecting a valid request for board representation through specious arguments and delay tactics
Refusing to convene a properly requisitioned special meeting
These governance failures culminated in a last-minute attempt to block the Meeting through the courts in proceedings against iolite and Robert Leitz. This maneuver sought to suppress legitimate shareholder participation by using the judicial system. This attempt has failed to silence iolite, and iolite continues to act the best interest of the Company. The Company's maneuver underscores the current Board's determination to entrench itself and stifle dissent, rather than providing shareholders with their fundamental right to vote.
When an entrenched Board aggressively resists a modest and reasonable request from its largest shareholder—merely one board seat out of nine—shareholders must question what this Board fears and whose interests it truly serves.
At the Meeting, Shareholders will be asked (i) to vote on an ordinary resolution to set the number of directors of the Company at nine persons, (ii) to vote on the election of Mr. Robert Leitz as director of the Company and (iii) to transact such other business as may properly be brought before the Meeting or any adjournment thereof.
Shareholders are encouraged to vote in advance of the proxy cutoff of 10:00 AM (Eastern Time)‎ on April 14, 2025 , in accordance with the instructions accompanying the form of proxy or voting instruction form mailed to Shareholders together with the Circular. Shareholders are also encouraged to attend the Meeting in person at 800 Victoria Square, Suite 3500, Montréal, QC, H3C 0B4 .
Shareholders who do not receive a circular and proxy may contact us [e-mail]. The circular with respect to the Meeting will be made available at www.sedar.com and at www.iolitecapital.com/dynacor.
About iolite
Founded in 2011 by Robert Leitz, iolite Capital is a Switzerland-based investment manager with a focus on hidden champions: good businesses at attractive valuations. iolite serves a select circle of private and institutional clients who share the same entrepreneurial mindset, are willing to invest for the long term, and who would like to have first-hand access to a dedicated portfolio manager with substantial and meaningful skin in the game. Using a private equity approach, iolite conducts deep fundamental research, constructively engages with management, and adopts a long-term investment horizon. For more information on iolite, please visit www.iolitecapital.com.
About Robert Leitz
Robert Leitz brings 25 years of experience in finance and commodities. His expertise in international M&A and distressed debt investing equips him to contribute effectively to the Company's success. iolite holds a diverse portfolio of commodity-related investments across Australia, Canada, Switzerland, and Africa. Before founding iolite, Mr. Leitz held positions at Glencore and several financial institutions, including TPG Credit, Goldman Sachs' European Special Situations Group, and KPMG Corporate Restructuring. He holds a Master of Science in Business Administration and Economics from the University of St. Gallen (HSG), Switzerland, and completed his master's thesis under the guidance of Prof. Eli Noam at Columbia University, New York.