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ABOUT D+H

D+H (TSX: DH) is a leading financial technology provider the world's financial institutions rely on every day to help them grow and succeed.

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LETTER TO
SHAREHOLDERS

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2015 REVIEW

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D+H (TSX: DH) is a leading financial technology provider the world’s financial institutions rely on every day to help them grow and succeed. Our global transaction banking, lending, payments and integrated core solutions are trusted by nearly 8,000 banks, specialty lenders, community banks, credit unions, governments and corporations. Headquartered in Toronto, Canada, D+H has more than 5,500 employees worldwide who are passionate about partnering with clients to create forward-thinking solutions that fit their needs. With annual revenues in excess of $1.5 billion, D+H is recognized as one of the world’s top FinTech companies on IDC Financial Insights FinTech Rankings and American Banker’s FinTech Forward rankings. For more information, visit dh.com.

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2015 was a transformative year for D+H – one that was marked with opportunity and growth as we significantly advanced in our journey to become a leading global financial technology (FinTech) provider.

We began the year with an established North American operating model with revenues evenly distributed between Canada and the U.S., and approximately 6,000 clients and 4,000 employees. On April 30, 2015, we accelerated our strategic agenda with the acquisition of Fundtech, now Global Transaction Banking Solutions (GTBS). It was our largest acquisition to date and it elevated the Company onto a global platform. We announced the formal rebranding of the Fundtech business in October at Sibos, the world’s premier financial services event, which was held in Singapore.

Today, D+H serves nearly 8,000 clients in more than 70 countries, including 29 of the top 50 global banks. We have 5,500 employees and 40 offices in nine countries, with leading research and development centers in Israel, India, Switzerland, and the U.S. The addition of GTBS has allowed D+H to enter the growing global payments market with world-class capabilities and products. We are now well-positioned to compete in key growth segments in both payments and lending with a broad portfolio of solutions, while defending our market-leading positions in other areas of the business. Nearly 60% of our revenues are now generated outside of Canada, and we completed the year with Adjusted revenues of $1.5 billion and reported Adjusted EBITDA of
$475 million, reflecting a 32% and 35% growth over 2014, respectively. Additionally, we increased our ranking on the IDC Financial Insights FinTech Rankings (now #21) and expect to climb even further ahead in the coming year when the results of GTBS are fully aggregated.

LOOKING BACK
We successfully integrated the GTBS business and continued to generate organic sales momentum. In 2015, GTBS constant currency sales bookings increased by 29%, surpassing the record sales year they had in 2014 as Fundtech, and constant currency Adjusted revenues grew by 8% compared to the previous year. This was driven by strong demand for our payment hub technology, where we won the majority of the competitive proposals we participated in, and our ability to grow and meet the evolving needs of our clients. A top 10 U.S. bank signed a contract for our payment hub solution to ensure a competitive position when faster payments becomes a part of the U.S. landscape. Following a successful implementation, one of the world’s largest credit card companies, which processes an estimated 450 million transactions valued in aggregate at US$1 trillion annually, signed another contract with us to expand our payment hub into more geographies. Also, in Latin America, we signed a contract with a leading bank after surpassing their requirements by processing several million transactions in an hour. Additionally, one of the world’s largest financial institutions, a bank based in the UK and an existing customer of our remote deposit capture solution, signed a contract for our cash management system to support their corporate customers with evolving cross-border business needs, and we saw a 25% increase in new client wins from 2014 for our financial messaging solution.

To increase the cross-selling opportunities of our new payment technologies, we expanded the GTBS sales presence into Canada and leveraged our deep client relationships to open discussions with Canadian banks and other large corporate and institutional customers.

In Lending and Integrated Core, we delivered record bookings, which will add to our growth in 2016. We delivered on our agenda to broaden our customer base through cross-sell and increased the number of products sold to both our Lending and Integrated Core clients. In Lending, where we have a base of more than 4,000 clients, the number of products owned per client increased by 6% since the acquisition of Harland Financial Solutions in August 2013, compared to an increase of 4% as of the end of 2014. In Integrated Core, we increased the number of products owned per client by 28%, compared to an increase of 16% as of the end of 2014.

We also experienced significant growth in our Software-as-a-Service (SaaS) MortgagebotLOS solution, signing more than 170 new customers. This growth was largely due to the new lending laws that came into effect October 3, 2015 (Truth in Lending Act – Real Estate Settlement Procedures Act Integrated Disclosure or “TRID”) as our solution enabled lenders to be fully compliant from day one. We now have approximately 570 MortgagebotLOS clients, an increase of approximately 300% since 2012 when we acquired Avista, and expect to see further increases in the coming year as lenders look for more efficient ways to meet compliance requirements.

In 2015, we continued to build industry recognition for our Lending and Integrated Core products. The American Bankers Association endorsed the MortgagebotLOS solution for its easy-to-implement SaaS capabilities, and Celent, an independent research firm, named PhoenixEFE an overall winner in their Core Banking Systems for Community Banks report, demonstrating the strength of our core banking offering.

In Canada, we experienced solid volumes throughout the year. The Enhancement Services business, which is comprised of our multi-channel SaaS platform, saw signifi cant growth with the addition of a large Canadian bank earlier in the year. In the fall, we signed a major multi-year contract with the auto fi nance division of another large Canadian bank for our Collateral Management business, driving growth in the Recovery segment. We also continued to build upon the successes achieved in prior years – D+H was recognized by Brand Finance as one of the top 100 Canadian brands and, for the third consecutive year, named the top Canadian SaaS provider by Branham300.

LOOKING FORWARD
I believe D+H is well positioned for growth. The global financial services industry continues to be digitally disrupted and technology, particularly payments technology, remains a top investment priority for banks. With the rapid growth of payment volumes, types and channels, and the emergence of non-bank digital players, the technology needed to support this is mission critical to banks as they look to keep their customers and their market share. D+H is at the forefront of this technology.

A trend that will alter the payments industry and fuel growth for D+H is faster payments, also known as immediate payments. Faster payments is poised to advance the industry by allowing any type of payment to reach a recipient within fi ve seconds or less. Currently, there are 17 countries live with faster payments and many others, including the U.S. and Canada, are in the developmental or investigative phase. D+H is a leader in this category and is already a part of the faster payments transformation in Sweden, Singapore, the U.K., and as mentioned earlier, with a top 10 bank in the U.S. that chose our payment hub solution to get ahead of the competition.

D+H has also established a leadership position at the forefront of new developments in technology. Blockchain is emerging as a technology that may have far reaching potential to modernize infrastructures, move money quickly and cheaply, improve access to liquidity, and dramatically change the way fi nancial services are delivered. D+H is ahead of the curve and has successfully integrated Blockchain technology into our global payment hub.

IN CLOSING
I am confident about the future of D+H. We have a resilient business model characterized by highly recurring revenues and long-term contracts, and hold market-leading positions with best-in-class, mission critical products that operate deep within a bank’s infrastructure, making it diffi cult to displace. Our executive and senior leadership teams have both global IT and banking experience, allowing us to better understand our clients’ needs and values. This gives us a competitive edge as we combine this in-depth knowledge with leading research and development capabilities to invest in relevant innovative technologies that are aligned with the biggest industry trends.

I'd like to close by recognizing the following people:

Firstly, I’d like to thank Helen Sinclair, who will not be standing for re-election at our upcoming annual meeting as she has decided to retire from our Board. Helen’s leadership and direction have been instrumental over the last 14 years and I would like to thank her for her time, dedication and guidance.

Secondly, our 5,500 talented, committed and passionate employees, who are more engaged today than ever before. With an overall engagement score of 84%, a 16% increase from 2013, I am proud to be a part of a remarkably committed team who give their best every day for our Company, our clients, and our shareholders.

Finally, I would like to thank our shareholders – maintaining your trust and confidence remains a top priority and we are grateful for your continued support.

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Gerrard Schmid
Chief Executive Officer and Director

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CHIEF EXECUTIVE OFFICER AND DIRECTOR

GERRARD SCHMID

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PDF SIZE
D+H English 2015 Annual Report PDF Download
Complete D+H Annual Report 2015
4.5 MB
Managements Discussion and Analysis PDF Download
Management's Discussion and Analysis
1.0 MB
 Financial Reporting Responsibility of Management PDF Download
Financial Reporting Responsibility of Management
589 KB
Independent Auditors Report PDF Download
Auditors' Report
518 KB
Consolidated Financial Statements PDF Download
Consolidated Financial Statements
521 KB
Notes to Consolidated Financial Statements PDF Download
Notes to Consolidated Financial Statements
793 KB
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BOARD CHAIR, DIRECTOR

PAUL DAMP

Read bio Mr. Damp is Managing Partner of Kestrel Capital Partners (a private investment firm). From October 1996 to June 1998, Mr. Damp was Chairman, Director and Chief Executive Officer of Accugraph Corporation (a telecommunications software provider). Prior to November 1994, he was President and Chief Operating Officer of SHL Systemhouse Inc., and prior to October 1990, a partner at KPMG LLP. Mr. Damp is currently a Director of several other private companies. Mr. Damp is a Chartered Professional Accountant.

A Director since December 2001, Mr. Damp is Board Chair, a member of the Audit Committee, the Human Resources and Compensation Committee, and the Governance and Nominating Committee.
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CHIEF EXECUTIVE OFFICER, DIRECTOR

GERRARD SCHMID

Read bio Mr. Schmid joined D+H in 2007 as President of one of the Company’s operating divisions and had served as the Corporation’s President and Chief Operating Officer since 2009 before commencing his term as Chief Executive Officer in February 2012. Mr. Schmid has more than 15 years of experience in financial services, and prior to joining D+H, he served as head of the deposits and overdraft lending business of Lloyds TSB Bank in the United Kingdom, and in Canada, as Chief Operating Officer of CIBC’s retail bank.
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DIRECTOR

ELLEN COSTELLO

Read bio Ms. Costello is a Corporate Director and former executive of BMO Financial Group. She retired after 30 years in 2013 as Chief Executive Officer of BMO Financial Corp. and U.S. Country Head of BMO Financial Group, responsible for providing governance and regulatory oversight for BMO’s U.S. businesses in personal and commercial banking, wealth management and capital markets. She was Chief Executive Officer of BMO Harris Bank from 2006 to 2011. Prior roles include senior leadership positions in corporate banking and capital markets in Canada, Asia and the U.S.

She also serves on the Boards of Citigroup Inc. and the Chicago Council on Global Affairs, and is currently the Chair of the Board of Directors for the United Way of Metropolitan Chicago.

A Director since October 2014, Ms. Costello is a member of the Audit Committee and the Human Resources and Compensation Committee.
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DIRECTOR

MICHAEL FOULKES

Read bio Mr. Foulkes is a Corporate Director and a former executive of TD Bank Group, having held a variety of executive positions over 30 years with the bank and retiring in late 2006 as President and Chief Executive Officer, TD Waterhouse UK. He was also previously a Director and Chairman of Symcor Services Inc. Mr. Foulkes is currently a Director and Chairman of the Royal Conservatory of Music and a Director of the Canadian Depository for Securities (now part of TMX Group), First Nations Bank of Canada and eHealth Ontario.

A Director since May 2007, Mr. Foulkes is Chair of the Human Resources and Compensation Committee and a member of the Governance and Nominating Committee.
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DIRECTOR

CARA HEIDEN

Read bio Ms. Heiden is the retired Co-President of Wells Fargo Home Mortgage, a Wells Fargo company and the largest provider of residential mortgages in the United States. A Certified Public Accountant, she began her career with Wells Fargo (formerly Norwest Corporation) in 1981, and held a wide range of senior leadership positions in personal and commercial banking, including Chief Financial Officer of Norwest Bank Iowa and Norwest Mortgage, respectively. Ms. Heiden is a multi-year honoree of “The 25 Most Powerful Women in Banking” by American Banker, ranking seventh the year before her retirement. She also currently serves on the Board of GuideOne Mutual Insurance Company and Vermeer Manufacturing Company.

A Director since October 2014, Ms. Heiden is a member of the Audit Committee and the Governance and Nominating Committee.
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DIRECTOR

DEBORAH KERR

Read bio Deborah Kerr is a proven technology leader in the software industry with more than
20 years of diverse management experience. As Executive Vice President and Chief Product and Technology Officer at Sabre, she is responsible for leading the global product and technology organization. Prior to her appointment at Sabre, Ms. Kerr was Executive Vice President, Chief Product and Technology Officer at FICO. Her prior experience includes senior leadership roles with Hewlett-Packard, Peregrine Systems and NASA’s Jet Propulsion Laboratory. Since January 2015, Ms. Kerr has served as a member of the Board of Directors, the Audit Committee and the Compensation Committee of EXL Service Holdings, Inc.

A Director since May 2013, Ms. Kerr is a member of the Audit Committee and the Human Resources and Compensation Committee.
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DIRECTOR

BRADLEY NULLMEYER

Read bio Mr. Nullmeyer was appointed President of Element Financial Corporation (a finance company) in September 2012. Prior to that, he was President and Chief Executive Officer of A&A Capital (a private investment company). From 1999 to 2001, he was Chief Executive Officer, Vendor Finance of CIT Group (a finance company) and, prior to 1999, President of Newcourt Financial (a finance company). Mr. Nullmeyer is a Chartered Professional Accountant, previously with Ernst & Young, and a graduate of McMaster University.

A Director since December 2001, Mr. Nullmeyer is Chair of the Audit Committee.
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DIRECTOR

HELEN SINCLAIR

Read bio Ms. Sinclair is the Founder and Chief Executive Officer of BankWorks Trading, a provider of on-demand live video programming solutions. From October 1989 to June 1996,
Ms. Sinclair was President of the Canadian Bankers Association.
Ms. Sinclair is a Director of a number of other organizations, including TD Bank Group and EPCOR Utilities Inc.

A Director since May 2002, Ms. Sinclair is Chair of the Governance and Nominating Committee, and a member of the Audit Committee.
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CHIEF EXECUTIVE OFFICER

GERRARD SCHMID

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EXECUTIVE VICE PRESIDENT AND
CHIEF FINANCIAL OFFICER

KAREN WEAVER

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PRESIDENT, LENDING AND INTEGRATED CORE

WILLIAM NEVILLE

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PRESIDENT, D+H CANADA

DUNCAN HANNAY

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PRESIDENT, GLOBAL TRANSACTION BANKING SOLUTIONS

EDWARD HO

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CHIEF RISK OFFICER

KELLIE BICKENBACH

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EXECUTIVE VICE PRESIDENT AND
CHIEF INFORMATION OFFICER

YOUNG PARK

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HEAD OF TALENT AND CORPORATE STRATEGY

DAVID CALDWELL

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EXECUTIVE VICE PRESIDENT, SHARED SERVICES AND GLOBAL DELIVERY

YVES DENOMMÉ

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Titles as of December 31, 2015

Investor Relations Contact
Karen Weaver
416-696-7700
investorrelations@dh.com

Corporate Headquarters
As of December 31, 2015 and
before May 1, 2016

939 Eglinton Avenue East,
Suite 201
Toronto, Ontario, M4G 4H7
Telephone: 416-696-7700

After May 1, 2016
120 Bremner Boulevard,
30th Floor
Toronto, Ontario, M5J 0A8
Telephone: 416-696-7700

Stock Symbol

TSX: DH

Independent Auditors
KPMG LLP

Transfer Agent
CST Trust Company
1-800-387-0825
inquiries@canstockta.com
Corporate Counsel
Stikeman Elliott LLP

Trademarks, Patents and Copyright
All words contained in this report in italics are trademarks of D+H or one of its affiliates. All other trademarks belong to their respective owners. © 2016 D+H

Submissions of Concerns
Submissions of concerns regarding conduct, ethics, accounting, internal controls or auditing matters may be made in writing on a confidential basis to:

Chair of the Audit Committee
D+H
P.O. Box 30010
Brookfield, P.O.
Toronto, Ontario, M5J 0A5
Code of Business Conduct and Ethics
Copies of the Corporation's Code of Business Conduct and Ethics can be found at www.dh.com or can be obtained by writing to:

Before May 1, 2016
Corporate Secretary
D+H
939 Eglinton Avenue East,
Suite 201
Toronto, Ontario, M4G 4H7

After May 1, 2016
Corporate Secretary
D+H
120 Bremner Boulevard,
30th Floor
Toronto, Ontario, M5J 0A8

Copies of this Annual Report

Copies of this Annual Report may be obtained by writing to:

Before May 1, 2016
Corporate Secretary
D+H
939 Eglinton Avenue East,
Suite 201
Toronto, Ontario, M4G 4H7

After May 1, 2016
Corporate Secretary
D+H
120 Bremner Boulevard,
30th Floor
Toronto, Ontario, M5J 0A8