|Bid||1.6900 x 0|
|Ask||1.7000 x 0|
|Day's Range||1.5200 - 1.7000|
|52 Week Range||0.4000 - 1.9700|
|Beta (5Y Monthly)||1.21|
|PE Ratio (TTM)||N/A|
|Earnings Date||Apr. 20, 2021|
|Forward Dividend & Yield||N/A (N/A)|
|1y Target Est||1.78|
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 BankCardBankCard 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 ContactMatt Glover and John YiGateway Investor RelationsQUIS@gatewayir.com949-574-3860 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.
Company Achieves 169% Year over Year Revenue GrowthTORONTO, April 20, 2021 (GLOBE NEWSWIRE) -- Quisitive Technology Solutions Inc. (“Quisitive” or the “Company”) (TSXV: QUIS), a premier Microsoft Cloud Services and Payment Solutions Provider, today reported financial results for the fourth quarter and full year ended December 31, 2020. Management Commentary“During this past year and in the recent months, we have made significant progress across all facets of our business,” said Quisitive CEO Mike Reinhart. “From consistently executing on our cloud solutions business, achieving key milestones bringing us closer to LedgerPay general availability, and conducting vital acquisitions to further propel both core business segments, the past few months have set us up for transformational growth. Though we are extremely proud of the recent accomplishments and the trajectory we are headed in, our team recognizes that there is still much work to be done in order to capitalize on all fronts of our business. Nevertheless, with the number of items in the pipeline, we remain optimistic about our value proposition and look forward to expanding our footprint within both cloud services and payment solutions.” Fourth Quarter 2020 Financial ResultsThe Company’s audited financial statements for the year ended December 31, 2020 and related management’s discussion and analysis can be found on the Company’s website and on the Company’s issuer profile on SEDAR at www.sedar.com. All figures are expressed in United States dollars unless otherwise stated. Revenue increased to $13.1 million compared to $5.4 million for the quarter ended December 31, 2019. The increase in revenue was due to the addition of Menlo revenues, Ledger Pay licensing revenues and organic growth within the Cloud Services business.Gross profit increased to $5.4 million (41% of revenue) compared to $2.3 million (43% of revenue) for the quarter ended December 31, 2019. The increase in gross profit is consistent with the increase in revenues. Adjusted EBITDA increased to $2.2 million (or 17% of revenue) compared to an Adjusted EBITDA of $0.3 million (or 6% of revenue) for the three months ended December 31, 2019. Net income was $2.0 million or income of $0.01 per share compared with net loss of $4.1 million or a loss of $(0.03) per share in 2019. Full Year 2020 Financial Results Revenue for the full year increased to $49.8 million compared to $18.5 million in 2019. The increase in revenue was due to the addition of Menlo revenues, LedgerPay licensing revenues, and organic growth within the Cloud Services business achieved through adding additional consulting services based on knowledge of client’s business and through cross-selling across the Company. Gross profit increased to $20.2 million (41% of revenue) compared to $7.9 million (43% of revenue) in 2019. The increase in gross profit is consistent with the increase in revenues. Adjusted EBITDA increased to $8.1 million (or 16% of revenue) compared to an Adjusted EBITDA of $1.3 million (or 7% of revenue) for the year ended December 31, 2019. The increase in adjusted EBITDA was primarily driven by the Company’s growth through acquisition strategy, LedgerPay first person IP licensing revenues and the results of a continued focus on investing in sales and marketing, the consulting practice and emerging technologies.Net loss was $9.9 million or a loss of $(0.07) per share compared with net loss of $7.4 million or a loss of $(0.08) per share. As of December 31, 2020, the Company had $11.0 million in cash, an increase from $8.7 million as of December 31, 2019. Fourth Quarter 2020 and Recent Operational Highlights Recognized as a 2021 ‘Venture 50’ company by the TSX Venture Exchange.Announced closing of a private placement with FAX Capital Corp. pursuant to which FAX purchased 16,000,000 common shares of Quisitive from treasury at a price of C$1.25 per Common Share for gross proceeds of C$20,000,000.Retained payments industry leaders to assist with the execution of Quisitive's LedgerPay strategy including mergers and acquisitions and payments solutions operations planning.Announced the closing of C$62.6 million financing transactions in connection with the acquisition of BankCard USA Merchant Services, Inc.Completed acquisition of Mazik Global Inc.Engaged banking and financial technology industries expert Adrian Martinez as an advisor to the development of Quisitive’s LedgerPay risk management program.Executed letter of intent with a major merchant acquiring bank as a sponsor for direct payment processing for Visa, Mastercard, and other major credit and debit card brands.Achieved Independent Standards Organization 27001 and 22301 certifications for LedgerPay.Achieved Microsoft Co-sell ready status for LedgerPay which officially activates Microsoft’s sales team in assisting with commercializing the product.Earned the Windows Server & SQL Migration to Microsoft Azure advanced specialization, a validation of a Microsoft partner's deep knowledge, extensive experience, and expertise in migrating Windows Server and SQL Server-based workloads to Azure.Joined the Microsoft Cloud Native Accelerate Program, an initiative designed for select partners that provide cloud-native application development services to enhance or extend their existing practices on Azure.Engaged Horizontal Digital as its exclusive Microsoft Cloud Solution Provider and strategic channel partner. Quisitive will manage Horizontal’s licensing subscriptions and cloud services for its internal operational needs, and ultimately empower Horizontal to optimize their Microsoft spend, Microsoft productivity, and collaboration tools.Selected as Grant Thornton’s strategic application development partner to accelerate and automate a unique and industry-differentiated platform for System and Organization Controls reporting, by tapping into the power of the Microsoft cloud.Formed strategic relationship with Stewart Title to drive its rapid application development and migration to the Microsoft Azure cloud.Partnered with Essilor, the world's leading ophthalmic lens manufacturer, to rollout a virtual appointment application system to help eye care offices safely reopen around the globe. Conference CallQuisitive management will hold a conference call today (April 20) at 4:30 p.m. Eastern time (1:30 p.m. Pacific time) to discuss these results. Company CEO Mike Reinhart and CFO Michael Murphy will host the call, followed by a question and answer period. Canada/U.S. dial-in: 800-319-4610International dial-in: 416-915-3239 Please dial-in approximately 10 minutes beforehand and ask to join the Quisitive conference call. If you have any difficulty connecting with the conference call, please contact Gateway Investor Relations at 949-574-3860. A telephonic replay of the conference call will be available after 7:30 p.m. Eastern time. Toll-free replay number: 800-319-6413International replay number: 604-638-9010Replay ID: 6404 For additional information, please visit the Investor Relations section of Quisitive’s website at: https://quisitive.com/investor-relations/. About QuisitiveQuisitive (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 Company ContactTami Anders, Chief of Stafftami.anders@Quisitive.com Quisitive Investor ContactMatt Glover and John YiGateway Investor RelationsQUIS@gatewayir.com949-574-3860 Reconciliation of Non-GAAP Financial Measures - Adjusted EBITDA and Adjusted EBITDA as a percentage of revenue Financial Measures and Adjusted EBITDAThere are measures included in this news release that do not have a standardized meaning under generally accepted accounting principles (GAAP) and therefore may not be comparable to similarly titled measures and metrics presented by other publicly traded companies. The Company includes these measures because it believes certain investors use these measures and metrics as a means of assessing financial performance. EBITDA (earnings before interest, taxes, depreciation and amortization is calculated as net earnings before finance costs (net of finance income), income tax expense, and depreciation and amortization of intangibles) is a non-GAAP financial measure that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. We prepare and release quarterly unaudited and annual audited financial statements prepared in accordance with IFRS. We also disclose and discuss certain non-GAAP financial information, used to evaluate our performance, in this and other earnings releases and investor conference calls as a complement to results provided in accordance with IFRS. We believe that current shareholders and potential investors in the Company use non-GAAP financial measures, such as Adjusted EBITDA and Adjusted EBITDA as a percentage of revenues, in making investment decisions about the Company and measuring our operational results. The term "Adjusted EBITDA" refers to a financial measure that we define as earnings before certain charges that management considers to be non-operating expenses and which consist of interest, taxes, depreciation, amortization, stock-based compensation (for which we include related fees and taxes), changes in fair value of derivatives, transaction and acquisition-related expenses, US payroll protection plan loan forgiveness and earn-out settlement losses. Adjusted EBITDA as a percentage of revenues divides Adjusted EBITDA for a period by the revenues for the corresponding period and expresses the quotient as a percentage. Management considers these non-operating expenses to be outside the scope of Quisitive' ongoing operations and the related expenses are not used by management to measure operations. Accordingly, these expenses are excluded from Adjusted EBITDA, which we reference to both measure our operations and as a basis of comparison of our operations from period-to-period. Management believes that investors and financial analysts measure our business on the same basis, and we are providing the Adjusted EBITDA financial metric to assist in this evaluation and to provide a higher level of transparency into how we measure our own business. However, Adjusted EBITDA and Adjusted EBITDA as a percentage of revenues are non-GAAP financial measures and may not be comparable to similarly titled measures reported by other companies. Adjusted EBITDA and Adjusted EBITDA as a percentage of revenues should not be construed as a substitute for net income determined in accordance with IFRS or other non-GAAP measures that may be used by other companies, such as EBITDA. The use of Adjusted EBITDA and Adjusted EBITDA as a percentage of revenues does have limitations. As these acquisition-related expenses charges may continue as we pursue our consolidation strategy, some investors may consider these charges and expenses as a recurring part of operations rather than expenses that are not part of operations. Cautionary Note Regarding Forward Looking InformationNeither TSX Venture Exchange nor its Regulation Services provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Forward-Looking Statements: Some statements in this news release contain forward-looking information. These statements include, but are not limited to, statements with respect to future growth strategies and LedgerPay availability. These statements address future events and conditions and, as such, involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the statements. Such factors include, among others the limited history of operations, lack of profitability, availability of financing, the need for additional financing and the timing and amount of expenditures, information pertaining to strategy, plans, or future financial performance, such as statements with respect to future revenues, EBITDA, cash flows and other statements that express management's expectations or estimates of future performance, the anticipated timing of future cash flow and positive EBITDA, ability to successfully execute on corporate strategies, the failure to find economically viable acquisition targets, funding for internally developed technology solutions, client retention and attrition, client demands, reliance on key personnel, economic spending in the IT industry and technological changes in the IT industry. These forward-looking statements are based on reasonable assumptions and estimates of management of the Company at the time such statements were made. Actual future results may differ materially as forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the company to materially differ from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors, among other things, include: changes in technology, customer markets and demand for the Company’s services; the efficacy of the Company’s software and product offering; sales and margin risk; acquisition and integration risks; dependence on economic and market conditions including, but not limited to, access to equity or debt capital on favorable terms if required; changes in market dynamics including business relationships and competition; information system risks; risks associated with the introduction of new products; product design risk; risks related to the Company being a holding company; environmental risks; customer and vendor risks; credit risks; tax and insurance related risks; risks of legislative changes; risks relating to remote operations; key executive risk; risk of litigation risks; risks related to contracts with third party service providers; risks related to the enforceability of contracts; risks related to general economic, market and business conditions, including, but not limited to, the ongoing impact of the COVID-19 pandemic; the limited operating history of the Company; reliance on the expertise and judgment of senior management of the Company; risks related to proprietary intellectual property and potential infringement by third parties; risks relating to financing activities including leverage; risks relating to the management of growth; increased costs associated with the Company becoming a publicly traded company; increasing competition in the industry; risks relating to energy costs; reliance on key inputs, suppliers and skilled labour; cyber-security risks; risks related to quantifying the Company’s target market; risks related to industry growth and consolidation; fraudulent activity by employees, contractors and consultants; conflicts of interest; risks related to the cost structures of certain projects; risks relating to certain remedies being limited and the difficulty of enforcement of judgments and effect service outside of Canada; risks related to future dispositions; sales by existing shareholders; the limited market for securities of the Company; price volatility of the common shares of the Company; no guarantee regarding use of available funds; currency fluctuations; and those factors described under the heading "Risks Factors" in the company's annual information form dated May 15, 2020 available on SEDAR. Although the forward-looking statements contained in this news release are based upon what management of the company believes, or believed at the time, to be reasonable assumptions, the company cannot assure shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements and information. There can be no assurance that forward-looking information, or the material factors or assumptions used to develop such forward-looking information, will prove to be accurate. The Company does not undertake any obligations to release publicly any revisions for updating any voluntary forward-looking statements, except as required by applicable securities law.