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- Since iolite’s initial campaign, Dynacor has delivered a total return of just 3%, compared to peer returns ranging from 39% to 219% over the same period.
- Dynacor has withheld key information, misrepresented material facts, chose to hold a virtual meeting that limits meaningful participation by its owners, and systematically attacked those raising legitimate concerns.
- The Company’s soothing press statements speak of an “orderly” transition, a “transformational” restructuring, and “values.” Yet none of these claims withstand scrutiny when measured against what shareholders have actually witnessed.
- Dynacor’s register is dominated by retail shareholders, not institutional subscribers to proxy advisory services. Against that backdrop, the proxy advisors did not engage with iolite before issuing their voting recommendations and did not seek to fully understand the case for change that iolite has outlined.
- iolite urges shareholders to protect their investment by voting “WITHHOLD” on five incumbent directors including 75-year-old Jean Martineau and Governance Chair Réjean Gourde, and “AGAINST” the stock option plan — ONLY on the BLUE Proxy.
- Reminder to Shareholders: Need Help Voting BLUE? Contact Kingsdale Advisors by phone at 1-866-228-8614 or email [email protected] or visit www.SaveDynacor.com. The deadline is approaching on June 16 at 5:00p.m. (ET) and we encourage shareholders to exercise their right to vote.
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FREIENBACH, Switzerland — iolite Partners Ltd. (“iolite” or the “Concerned Shareholder”) urges fellow shareholders to look past Dynacor’s messaging and demand answers to the serious, unresolved questions at the heart of this contested election, ahead of the Company’s Annual General Meeting scheduled for June 19, 2026 (the “Meeting”).
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A BOARD THAT WITHHOLDS, DEFLECTS, AND ATTACKS
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Confronted with legitimate questions, a board confident in its record engages openly with its owners. Dynacor has done the opposite. It has withheld key information, misrepresented material facts, narrowed the forums in which it can be challenged, and turned its fire on those raising concerns rather than answering them.
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A RELUCTANT AND HALF-FINISHED TRANSITION
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The case for change is underscored by the Company’s own actions. The Chairman is departing. The designated President & CEO (current COO) is not standing for election, and the Company’s public support for him has been notably lukewarm of late. The direction of travel is clear, yet the transition has been left half-finished.
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If Dynacor genuinely seeks an orderly, generational handover, the logical next step is to complete it: at least replace 75-year-old outgoing CEO Jean Martineau and long-serving Governance and Nomination Committee Chair Réjean Gourde, and clear the way for the renewal the Company says it wants – and urgently needs. Notably, Mr. Gourde is not extending his tenure on another board due to age.
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Each of the five named incumbents standing for re-election — Jean Martineau, Pierre Beliveau, Rocio Rodriguez-Perrot, Isabelle Rocha, and Réjean Gourde — presided over the undisclosed operational turmoil at Veta Dorada (“VD”), the Peruvian subsidiary that generates 100% of the Company’s revenue, over the last two years. Voting in line with the recommendations on the BLUE Proxy is exactly what this moment requires.
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THE QUESTIONS DYNACOR MUST ANSWER AT THE JUNE 19 MEETING
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Dynacor has chosen a controlled, virtual-only format for the Meeting. Shareholders should nonetheless press for direct answers to the following, in addition to others that iolite has documented:
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- Why has Dynacor delivered a total return of just 3%, while peers have generated returns ranging from 39% to 219%?
- Why was almost the entire senior leadership team that built this business over two decades replaced, followed by more than half the 550-person workforce, and why was this never properly disclosed and explained?
- Why did the Company not disclose the operational disruption all these changes caused — including roughly 10 kilograms of missing gold, a run-down of inventory, and lost production?
- Why were strategic assets sold, and why were plans to establish a plant in Northern Peru abandoned?
- Why were the two newly installed senior executives at VD fired just six days after the Company publicly declared “stabilisation” and compliance with its values?
- Regarding the “independent investigation”: What did it cost? Why was it commissioned only after the mass personnel changes had already begun? Why was its scope never properly disclosed? Why has no written report been made available to shareholders – especially since the Board concluded that it had been exonerated based on the outcome?
- What legal expenses, settlement costs, damages, penalties, or other liabilities relating to labor issues at Veta Dorada have arisen? What caused the prolonged “red channel” SUNAT customs classification, and what risks does it create for the Company?
- How well-conceived is the international expansion strategy considering the issues iolite has documented in detail — or are the proposed projects a grossly misguided maneuver to justify a contested capital raise that served only to entrench the incumbent board and management, while the Company lacks the people required to execute?
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THE CAPABILITY AND ACCOUNTABILITY QUESTION
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These and many more questions have a common theme of transparency and accountability — and, ultimately, capability and trustworthiness.
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The senior executives who presided over this tumultuous period, and the incumbent directors responsible for governance, ESG, and oversight of operations in Peru, are the same people now asking shareholders to entrust them with both the repair and a risky international expansion strategy.
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Shareholders are also entitled to ask a more basic question: when a board uses millions of dollars of Company funds to resist scrutiny rather than provide answers, what is it trying to hide?
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The question before shareholders on June 19 is simple: is the board that initiated an unexplained overhaul, failed to be transparent about its consequences, declared victory prematurely, and responded to scrutiny with litigation the right board to oversee what comes next? The answer is a resounding no.
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IOLITE’S CASE FOR CHANGE
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Dynacor has the model, the market, and the track record to be an exceptional business. What it does not have right now is the leadership that will unlock that potential. Shareholders are encouraged to assess the Company’s claims against its record, and to review iolite’s detailed case for change at www.SaveDynacor.com.
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THE VOTING DEADLINE IS APPROACHING. VOTE BLUE TODAY TO SAVE DYNACOR
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iolite encourages shareholders to review its materials and make their voices heard at the Meeting by voting in line with iolite’s Voting Recommendations ONLY on the BLUE Proxy, to ensure their votes are not returned to outgoing CEO Jean Martineau. Please disregard the proxy materials you have received from Dynacor.
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Shareholders seeking assistance with voting procedures in advance of the June 16, 2026 at 5:00 p.m. (Eastern Time) deadline or with questions regarding the meeting materials may contact Kingsdale Advisors at:
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- North American Toll-Free: 1-866-228-8614
- Call or Text: 1-437-561-5008
- Email: [email protected]
- Website: www.SaveDynacor.com
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Advisors
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Fasken Martineau DuMoulin LLP is acting as legal counsel to iolite. Kingsdale Advisors is acting as strategic advisor to iolite.
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About iolite Partners Ltd.
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iolite Partners Ltd. is an investment manager focused on identifying and investing in high-quality businesses with the potential for long-term value creation. iolite is a significant shareholder of Dynacor and is committed to ensuring that the Company operates with strong governance, accountability and alignment with shareholder interests.
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