Fulcrum IT Partners entered into an agreement to acquire PayiQ, Inc. from Quisitive Technology Solutions, Inc. (TSXV:QUIS) on November 28, 2023. The consideration for the sale of the PayiQ subsidiary will consist of the issuance of 27,000 preferred shares of Fulcrum Payments to Quisitive. On the third anniversary of the effective date of the Transaction, the Consideration Shares shall be automatically converted into common shares of Fulcrum Payments with a value equal to $1,000 per share, provided that the common shares of Fulcrum are listed and posted for trading on a recognized stock exchange in Canada or the United States. Quisitive may also be entitled to additional contingent consideration in the form of performance earn-outs if PayiQ achieves certain financial thresholds during the three-year period following the closing of the Transaction. The amount of the earn-out is a maximum of $18,000,000 payable in cash based on PayiQ exceeding revenue growth targets. If Fulcrum?s common shares are not publicly traded at such time, Quisitive shall have the right to require Fulcrum to purchase all or a portion of the Consideration Shares for a purchase price equal to $1,000 per share, for aggregate consideration of up to $27 million. Completion of the Transaction is subject to a number of standard conditions and is expected to close on or about December 31, 2023. Jordan Taylor of Holland & Knight LLP acted as legal advisor to Fulcrum Payment Solutions, Inc.

Fulcrum IT Partners completed the acquisition of PayiQ, Inc. from Quisitive Technology Solutions, Inc. (TSXV:QUIS) on January 29, 2024.