June 21 , 2011

Posera-HDX to acquire payment switch company, Cash 'N Go Ltd.

TORONTO---Posera-HDX Inc.has signed a letter of intent to acquire the payment switch company, Cash 'N Go Ltd. of Edmonton, Alberta for $450,000 subject to closing adjustments. The purchase price will be satisfied by the issuance of 1,000,000 Posera-HDX common shares at $0.45 cents, which will be subject to a 24 month hold period. No financing is required for this transaction and the parties to the transaction are at arm's length. HDX is listed on the TSX under the symbol "HDX".

Cash N Go, established in 1998 is a member of Interac™ and owns and operates a Postillion payment switch developed by S1 Corporation.

"The agreement with Cash N Go is a major development that will give Posera-HDX the ability to provide payment processing alternatives to our customers." says Paul Howell, CEO of Posera-HDX. Howell says further: "Cash N Go's operational Postillion switch is PCI-PADSS certified and has historically processed approximately 8 million transactions annually. The Postillion switch has proven itself to be scale-able, fast, robust, and secure enough to process the hundreds of millions of electronic payment transactions generated annually by a large merchant client base."

Upon completion of the necessary software and hardware upgrades, and successful institutional connectivity, Posera-HDX intends to offer payment processing to existing clients where the Company currently provides point of sale solutions, business control systems, business intelligence tools and
closed loop consumer payment systems. This transaction will provide Posera-HDX with the technology to facilitate further revenue growth and further growth through acquisition.

The potential payment processing revenue opportunity is significant for Posera-HDX as the ratio of transactions paid electronically versus transactions paid with cash continues to grow world-wide.

As an example of the potential payment processing revenue in the Family Dining / Table Service Restaurant sector, five thousand restaurants each generating annual sales of $1 million and an average transaction value of $19, would generate approx 158 million credit card transactions annually when 60% of transactions are paid by credit card. With a 1.5% interchange fee, the resulting annual processing fees would total approximately $45 million.

As an example of the potential payment processing revenue in the Quick Service Restaurant sector, five thousand quick service restaurants, each generating annual sales of $1 million and an average transaction value of $4.00, would generate 312.5 million debit card transactions annually when 25% of all transactions are paid by debit. With a fee of $.04 cents per debit transaction, the resulting annual processing fee revenue would total approximately $50 million.

The above examples do not include potential revenue associated with debit transaction fees for the Family Dining / Table Service Restaurant sector nor do they include potential credit card transaction fees for the Quick Service Restaurant sector.

S1 Corporation's solutions for Mobile Banking, Retail Payments, Merchant Acquiring, and Payments Processing are deployed in over 3,000 institutions world-wide. S1 Corporations clients include 10 of the top 15 banks world-wide, 6 of the top ten US banks, and the top 5 banks in Canada. (Source:
www.S1.com).

Through its corporate offices in Toronto, London, Brantford, Seattle WA, Montreal Quebec, Paris France, Singapore, and Glasgow UK, Posera-HDX has a direct sales and service team. The company has also built a network of approximately 120 value added resale partner companies in 25 countries. There are approximately 1,100 representatives selling, supporting & installing the Posera-HDX Maitre 'D software worldwide and the solution has been deployed in over 20,000 locations in eight different languages around the world.

Posera-HDX customers include Tim Hortons, Wendy's, Arby's, Quick (France), Popeye's, East Side Mario's, O'briens, St-Hubert, Pita Pit, Dunkin' Donuts, Pizza Delight, Baton Rouge, Scores, Hooters, Casey's, Supermac's, HDOS, KFC, Extreme Pita, Pizza Hut, among many others.

The parties have agreed to negotiate a definitive agreement exclusively with each other and the transaction is expected to close on August 31st, 2011. The transaction is subject to a number of conditions including the parties reaching a definitive agreement, and receiving all necessary regulatory
approvals.

Posera-HDX is in the business of managing merchant transactions with consumers and facilitating payment. The company develops and deploys touch screen POS system software and associated enterprise management tools and has developed and deployed numerous POS applications. Posera-HDX also provides system hardware integration services, merchant staff training, system installation services, and post sale software and hardware support services.

Posera-HDX leading edge technology also includes prepaid stored value payments solutions, customer self serve kiosks and "line buster" mobile point of sale terminals. These products have been designed to dramatically enhance customer throughput and drastically reduce customer queues. These technologies are especially effective in high foot traffic environments that have limited cash register counter space, limited retail square footage, and the absence of a drive through.

Posera-HDX Inc. develops, deploys, and supports a restaurant point-of-sale software know as "Maitre'D" which has been deployed in over 20,000 locations worldwide in eight different languages. The Company sells and services its clients directly, as well as through a network of approximately 120 value added reseller partners in 25 countries with approximately 1,100 representatives selling, supporting & installing its software. Posera-HDX employs approximately 130 people in offices in Toronto, London, Brantford, Mississauga, Seattle, Montreal, Glasgow (U.K.), Paris (France) and Singapore.

 

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