Posera-HDX Ltd. to Acquire Terminal Management Concepts Ltd. (TMC)

Jun 18, 2014, 10:05 ET from Posera-HDX

TORONTO, June 18, 2014 /CNW/ - Paul Howell, CEO of Posera-HDX Ltd. ("HDX") announced today that HDX has signed a letter of intent to acquire Terminal Management Concepts Ltd. ("TMC") of Markham, Ontario. The terms of the transaction were not disclosed.

Posera-HDX is listed on the TSX under the symbol "HDX".

TMC provides wireless EMV chip and PIN "pay at the table" credit and debit card processing software and hardware solutions to Canadian merchants nationwide. Based in Markham, Ontario, TMC has deployed its payment software solutions through direct sales and strategic partnerships with the world's largest payment terminal manufacturers. TMC's solutions and services integrate directly with most of the leading restaurant point-of-sale ("POS") applications world-wide. Because TMC's middle-ware product is POS solution agnostic, payment processing relationships can be achieved regardless of the POS solution employed by a particular restaurant. TMC's solutions can be marketed and deployed in the United States where the requirement for "pay at the table" solutions is becoming a necessary part of restaurant operations due to the introduction of EMV chip and PIN requirements and the credit card / merchant liability shift due to take place in October of 2015.

Paul Howell, CEO of Posera-HDX commented "We are very excited to announce the acquisition of TMC. TMC has built "pay at the table" solutions that are used in over two thousand Canadian locations and the annoucment of our partnership could not come at a better time. This transaction bolsters our strategy of providing integrated payment solutions to new merchants and existing clients that already utilize HDX products and services. TMC's products gives our sales team the ability to achieve payment processing relationships with restaurants that currently use competitive POS solutions. TMC's software, in conjunction with HDX's intellectual property and services, provides merchants with one-stop-shopping, one monthly payment, and one source for technical support of all of their retail technology solutions. TMC's business model supports HDX's ability to grow payment processing revenue, profitability, and TMC's recurring revenue model is very attractive to HDX. The opportunity for our Company to deploy "pay at the table" solutions with payment processing contracts in the United States is enormous".

The need for more secure forms of payment processing has become abundantly clear in recent years. News regarding the theft of credit card account numbers and personal information has occurred multiple times. In 2013, between 40 and 70 million consumer credit card numbers were stolen from a large US retailer. In 2009, data from 130 million credit card holders was stolen from a large US credit card processor. In 2007, 90 million credit card accounts were compromised through security breaches at a major US retailer and the US government today continues to investigate a group of breaches at convenience stores, retailers, and airlines resulting in more than 190 million accounts being compromised.  

These security breaches have resulted in an industry decision to employ EMV chip and PIN technology in the United States.

There are over 1.2 billion magnetic stripe cards in circulation, 15 million magnetic stripe POS terminals, and thousands of banking institutions managing electronic payments. However the United States is one of the last jurisdictions in the world to implement EMV chip and PIN technology.

Cardholder signatures are not a reliable method of identification and magnetic stripe data is easily copied, reproduced, and distributed. By the end of 1992, in order to address the problem of fraud related to magnetic-stripe credit cards, France converted all of the country's POS equipment and consumer credit cards to chip and PIN technology.

EMV ("Europay/MasterCard/Visa"), formed in 1993, manages the standards by which the world's POS solutions and ATM's ("Automated Teller Machine") meet security standards and achieve interoperability related to the acceptance of payment via chip based credit cards.

On March 31st 2011, Visa Canada, MasterCard Canada and their card issuing partners implemented a domestic card Liability Shift whereby the liability for fraudulent transactions shifted to merchants that had not implemented Chip and PIN technology.

The major US credit card companies have announced that this Liability Shift will take place in October 2015 in the United States. This is an aggressive timeframe and the race to deploy solutions will be highly disruptive. Time-challenged merchants are advised to work with solution vendors that are experienced in facilitating EMV transaction processing.

Posera-HDX Ltd. has developed and deployed POS software solutions at thousands of merchant locations in Europe and Canada and all of our software solutions have been EMV Chip and PIN enabled and certified for many years now. Because of the breadth and quality of our solution and service offerings, our Company is well positioned to take advantage of the market opportunity presented in the United States.

One of the Company's strengths has been its ability to integrate and build on acquisitions both to build our customer base, and to acquire superior technologies that can be used by our entire customer base. The Company is dedicated to providing end-to-end solutions for POS, Payments Processing, Enterprise Management, Client Loyalty, and Site Security.

HDX and TMC have agreed to negotiate a definitive agreement exclusively with each other. The transaction is subject to a number of conditions including the parties reaching a definitive agreement and receiving all necessary regulatory approvals.

About HDX

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 Ltd. 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 96 value added reseller partners in 25 countries with approximately 600 representatives selling, supporting & installing its software.  Posera-HDX employs approximately 137 people in offices in Toronto, London, Brantford, Mississauga, Seattle, Montreal, Glasgow (U.K.), Paris (France) and Singapore. 

To find out more about Posera-HDX Ltd., visit our websites at www.hdxsolutions.com, www.maitredpos.com, and www.zomaron.com.

To find out more about TMC please visit www.terminalmanagement.ca

Forward-Looking Statements 

This discussion includes certain forward-looking statements that are based upon current expectations, which involve risks and uncertainties associated with our business and the environment in which the business operates.  Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking, including those identified by the expressions "anticipate", "believe", "plan", "estimate", "expect", "intend", and similar expressions to the extent they relate to the Company or its management.  The forward-looking statements are not historical facts, but reflect HDX's current expectations regarding future results or events. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations, including the matters discussed under "Risks and Uncertainties" in the Annual Information Form to be filed on March 29th 2014 with the regulatory authorities.  HDX assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward-looking statements.