Ann: REMOVE: DIL: Diligent provides update on date of delisting

• Release Date: 11/04/16 15:19
• Summary: REMOVE: DIL: Diligent provides update on date of delisting
• Price Sensitive: No
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					DIL                                                                           
11/04/2016 15:19                                                              
REMOVE                                                                        
PRICE SENSITIVE                                                               
REL: 1519 HRS Diligent Corporation (NS)                                       
                                                                              
REMOVE: DIL: Diligent provides update on date of delisting                    
                                                                              
Diligent provides update on date of delisting                                 
                                                                              
Wellington, New Zealand - April 11, 2016 - Diligent Corporation (NZX: DIL)    
provides the below update in connection with the merger between itself and    
entities affiliated with funds managed by Insight Venture Partners, LLC       
(Merger), pursuant to that certain Agreement and Plan of Merger among Diamond 
Parent Holdings, Corp. (Parent), Diamond Merger Sub I, Corp. (Merger Sub I),  
Diamond Merger Sub II, Corp. (Merger Sub II) and Diligent, dated as of 12     
February 2016 (Merger Agreement).                                             
                                                                              
Timing of Delisting and Trading Halt: Diligent announced on 1 April 2016 that 
if the Merger is approved by Diligent's stockholders at the special meeting   
of stockholders to be held on 13 April 2016 (New Zealand time) (Special       
Meeting) and the other conditions described in that announcement have been    
satisfied, Diligent would be delisted at the close of business of the NZX     
Main Board on Wednesday 13 April 2016 (New Zealand time).                     
                                                                              
However, it is now contemplated that if the Merger is approved at the Special 
Meeting and the other conditions to closing the Merger are satisfied or       
waived (other than the delisting) Diligent will be delisted from the NZX Main 
Board on the close of business on Thursday 14 April 2016 (New Zealand time).  
                                                                              
The trading halt to be put into place on the close of trading on Monday 11    
April 2016 (New Zealand time) will remain in effect until:                    
                                                                              
o an announcement by Diligent that the Merger has not been approved at the    
Special Meeting by the stockholders of Diligent (at which time trading in     
Diligent's ordinary shares will resume);                                      
                                                                              
o the delisting of Diligent; or                                               
                                                                              
o NZX, in its discretion, removes the trading halt following the Special      
Meeting.                                                                      
                                                                              
Satisfaction of Condition It is expected that if the Merger is approved by  
the stockholders of Diligent at the Special Meeting, all of the other         
conditions to closing (other than the delisting itself) will be satisfied or  
waived by the time Diligent is delisted from the NZX Main Board.              
                                                                              
Closing Date: Once the conditions to closing are satisfied and Diligent is    
delisted from the NZX Main Board, the closing of the Merger will occur on the 
day immediately following the delisting (i.e. Friday 15 April 2016 (New       
Zealand time)).                                                               
                                                                              
Safe Harbor Statement                                                         
                                                                              
This announcement may contain forward-looking statements within the meaning   
of the U.S. Private Securities Litigation Reform Act of 1995, which are based 
on management's current expectations, the accuracy of which is necessarily    
subject to risks and uncertainties. These statements use words such as        
"expect," "anticipate," "intend," "plan," "believe" and other words of        
similar meaning. All forward looking statements are subject to risks and      
uncertainties including, without limitation, that the Merger may not be       
consummated within the expected time period or at all because of a number of  
factors, including the failure to obtain stockholder approval; the occurrence 
of any event, change or other circumstance that could give rise to the        
termination of the Merger Agreement; or the failure to satisfy closing        
conditions to the Merger.  Factors that may affect the business or financial  
results of Diligent are described in the risk factors and other disclosures   
in Diligent's Annual Report on Form 10-K for the fiscal year ended 31         
December 2015, filed with the U.S. Securities and Exchange Commission (SEC)   
on 14 March 2016 (New York time), and other filings with the SEC, which are   
available at www.sec.gov. Diligent specifically disclaims any obligation to   
update its forward-looking statements, whether as a result of new             
information, future events or otherwise.                                      
                                                                              
Additional Information and Where to Find It                                   
                                                                              
This communication may be deemed to be solicitation material in respect of    
the proposed acquisition of Diligent by affiliates of funds managed by        
Insight Venture Partners, LLC. The Merger will be submitted to shareholders   
of Diligent for their consideration.  In connection therewith, Diligent filed 
a definitive proxy statement and other documents with the SEC on 15 March     
2016 (New York time) (the Proxy Statement), and intends to file further       
relevant materials with the SEC as necessary. BEFORE MAKING ANY VOTING OR     
INVESTMENT DECISIONS, SHAREHOLDERS ARE URGED TO CAREFULLY READ THE PROXY      
STATEMENT REGARDING THE MERGER IN ITS ENTIRETY (INCLUDING ANY AMENDMENTS OR   
SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT DILIGENT MAY FILE  
WITH THE SEC AND NZX CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME         
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER.   
The Proxy Statement, and any and all documents filed by Diligent with the     
SEC, may also be obtained for free at the SEC's website at www.sec.gov and    
documents filed with NZX, may also be obtained for free at the NZX's website  
www.nzx.com/markets/NZSX/securities/DIL. In addition, shareholders may obtain 
free copies of the Proxy Statement and other documents filed with the SEC by  
Diligent at the Investor Relations section of Diligent's website at           
www.diligent.com or by contacting Diligent's Investor Relations Department at 
0800 995 082 (NZ toll free) or +64 4 894 6912 (International).                
                                                                              
Diligent and its directors and executive officers may be deemed to be         
participants in the solicitation of proxies in respect of the transactions    
contemplated by the Merger Agreement. Information regarding Diligent's        
directors and executive officers is contained in Diligent's proxy statement   
for its 2015 Annual Meeting of Shareholders, which was filed with the SEC on  
19 March 2015 (New York time) and supplemented on 10 April 2015 (New York     
time). Shareholders may obtain more detailed information regarding the direct 
and indirect interests of Diligent and its executive officers and directors,  
by securities holdings or otherwise, in the Merger by reading the Proxy       
Statement.                                                                    
                                                                              
About Diligent (NZX: DIL)                                                     
                                                                              
Diligent is the leading provider of secure corporate governance and           
collaboration solutions for boards and senior executives. Over 3,900 clients  
in more than 60 countries and on all seven continents rely on Diligent to     
provide secure, intuitive access to their most time-sensitive and             
confidential information, ultimately helping them make better decisions. The  
Diligent Boards (formerly Diligent Boardbooks) solution speeds and simplifies 
how board materials are produced, delivered and collaborated on via any       
device, removing the security concerns of doing this by courier, email and    
file sharing. Diligent is a publicly listed company (NZX:DIL). Visit          
www.diligent.com to learn more.                                               
                                                                              
Investor inquirie Media inquiries                                           
Sonya Fynmore                                                                 
NZ toll free: 0800 995 082                                                    
International: +64 4 894 6912                                                 
[email protected] Geoff Senescall                                         
Ph: + 64 21 481 234                                                           
End CA:00280640 For:DIL    Type:REMOVE     Time:2016-04-11 15:19:49