Quisitive Completes Transformational Acquisition of BankCard USA

Irving, Texas, UNITED STATES

TORONTO, May 07, 2021 (GLOBE NEWSWIRE) -- Further to its news releases dated March 29 and April 8, 2021, Quisitive Technology Solutions Inc. (“Quisitive” or the “Company”) (TSXV: QUIS), a premier Microsoft Cloud Services and Payments Solutions Provider, announces the closing of its acquisition (the “Transaction”) of BankCard USA Merchant Services (“BankCard”), an established all-in-one merchant payment services provider. The Transaction was previously announced on March 29, 2021.

The successful acquisition of BankCard is expected to be transformational for Quisitive’s Payment Solutions business. With annual transaction volumes of $3B across its portfolio of 7,000 merchants yielding $31.4M in 2020 unaudited revenue contribution and unaudited adjusted EBITDA of $11.3M, BankCard aligns with Quisitive’s inorganic growth strategy and adds to the financial strength of the Company. With the impending full commercialization of LedgerPay, slated for the summer of 2021, this Transaction augments the business with a robust merchant portfolio, a team of payments experts, and additional synergies.

BankCard also delivers valuable payments IP to the Quisitive portfolio. AgeChecker is a software solution that provides independent online age verification and significantly boosts security authentication for age-restricted purchases. This will be a powerful asset in conjunction with Quisitive LedgerPay’s top-of-the-line information security practices and advanced ISO certifications.

BankCard will integrate its team of 40+ members, including a strong insides sales team and customer services and risk management experts, to the Quisitive Payments Solution business. As Quisitive moves to redefine modern payments through a growing suite of merchant and payments solutions, the Company believes this transaction will fuel critical growth.

“Our team is proud to be joining Quisitive at this major inflection point, as they turn the corner into the full commercialization of LedgerPay and launch what is going to be a major industry innovation. We look forward to supporting them in this journey with our expertise and IP, as well as having the opportunity to offer LedgerPay to our diverse customer base,” said BankCard USA CEO Shawn Skelton.

Mike Reinhart CEO of Quisitive added: “When we set our vision for Quisitive Payments Solutions, we knew we wanted to find a strategic ISO partner to bring into the fold to augment our team and bolster our payments operations. BankCard USA is a synergistic fit because they align with our bold vision for the future of payments while bringing a deep history of excellent customer service and established operations. This acquisition was an essential part of our journey, but its impacts will be novel, not just for Quisitive, but for the entire industry.”

In connection with closing of the Transaction, the escrow release conditions in respect of an aggregate of 41,743,333 subscription receipts (the "Subscription Receipts") of the Company issued on April 8, 2021 at a price of $1.50 per Subscription Receipt (the "Subscription Receipt Financing") were satisfied and the net proceeds from the Subscription Receipt Financing were released to the Company which were used to partially fund the cash portion of consideration payable under the Transaction. Each Subscription Receipt automatically converted today into one share of the Company for no additional consideration. Trading in the Subscription Receipts has been halted on the TSX Venture Exchange (“TSXV”) and the Company expects that the Subscription Receipts will be delisted from the TSXV after the close of markets on Monday May 10, 2021.

About BankCard
BankCard USA Merchant Services, Inc. is a leading independent sales organization/merchant services provider that offers all-in-one payment processing solutions to merchants located in the United States. As a registered and full-acquiring ISO/MSP, BankCard has approximately 7,000 merchants on its payment processing platform and is rapidly growing its software solution called AgeChecker, which provides a secure and trusted technology for ecommerce transactions that require independent online age verification. Based in Westlake Village, CA, BankCard USA was formed in 2004 and has over 40 employees.

About Quisitive:
Quisitive (TSXV: QUIS) is a premier, global Microsoft partner that harnesses the Microsoft platform and complementary technologies, including custom solutions and first-party offerings, to generate transformational impact for enterprise customers. Our Cloud Solutions business focuses on helping enterprises move, operate, and innovate in the three Microsoft clouds. Centering on our LedgerPay product suite, our Payments Solutions business leverages the Microsoft Azure cloud to transform the payment processing industry into an entirely new source of customer engagement and consumer value. Quisitive serves clients globally from ten employee hubs across the world. For more information, visit www.quisitive.com and follow @BeQuisitive. 

Quisitive Investor Contact
Matt Glover and John Yi
Gateway Investor Relations

Neither the TSX Venture Exchange (“TSXV”) nor its regulation services provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward Looking Information

This news release contains certain “forward-looking information” within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company’s control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or may contain statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “will continue”, “will occur” or “will be achieved”. The forward-looking information and forward-looking statements contained herein may include, but is not limited to, information concerning anticipated synergies, growth prospectus, projected milestones and timelines, the full commercialization of the Company’s LedgerPay platform, and the other anticipated benefits and impacts of the Transaction.

By identifying such information and statements in this manner, the Company is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such information and statements. In addition, in connection with the forward-looking information and forward-looking statements contained in this news release, the Company has made certain assumptions. Among others, the key factors that could cause actual results to differ materially from those projected in the forward-looking information and statements are the following: the Company’s consolidation strategy, commercialization of intellectual property, growth plans; potential revenue and cost saving synergies following the completion of the Transaction assumes the ability to modify agreements and migrate merchants from third party payment processing services as well as third party gateway providers to LedgerPay, the limited history of operations of the Company's LedgerPay business and future business strategy; reduction of redundant staff, consolidation of duplicate vendors and service providers including but not limited to benefits, payroll services, marketing services, legal, accounting and others, the demand for the Company's services; future demand and trends in Microsoft Cloud services; the Company’s ability to scale revenue; the Company's ability to access financing on favorable terms from time to time; the Company's ability to protect its intellectual property rights and that the Company will not infringe upon the intellectual property rights of others; the Company's ability to attract and retain clients; the continuation of executive and operating management or the non-disruptive replacement of them on competitive terms; stable market and general economic conditions; revenue and gross margin metrics; risks inherent in the technology sector; intellectual property risks; risks related to litigation; dependence upon senior management; and other risks disclosed in the Company’s public filings including the shelf prospectus of the Company dated June 12, 2020 and the prospectus supplement of the Company dated March 31, 2021 (including the documents incorporated by reference therein). Should one or more of these risks, uncertainties or other factors materialize, or should assumptions underlying the forward-looking information or statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected.

Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this news release are made as of the date of this news release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.