SmartCard Marketing Systems Inc. (SMKG: OTC) enters into LOI to Acquire Ct-Payment Inc. the largest independent processor for debit and credit EMV transactions in Canada

Aug 12, 2015, 16:45 ET from Smart Card Marketing Systems Inc (SMKG)

NEW YORK, Aug. 12, 2015 /PRNewswire/ - Both SmartCard and CT Payments announced they have proposed to enter into a reverse merger upon completion of growth capital financing with SmartCard acquiring 100% of the shares of CT Payments, Inc. in a stock-for-stock swap in order to form an agnostic payment company. The new SmartCard company is focused on Asian markets with growth being driven by Issuer & Acquirer Banks & Telecom clients requiring EMV Payment solutions with multiple Card network acceptance processing for their Retail & Enterprise merchants. The corporation will take advantage of development and technical expertise of CT Payments resulting in a Card-present & Card not present product offering to create a powerful EMV Host solution to be the center point of the combined companies' strategy to accelerate EMV Devices for Wireless & Mobile. Also mission critical is CT's device lab certification expertise which is a key element in the deployment and scalability currently needed in the industry to accelerate technology implementation in the regions.

The acquisition will enable the company to aggressively advance in the EMV deployment market globally with a robust and proven technology platform managed by an expert IT team and payment solution specialists. Furthermore, the transaction enables the appointment of CT's senior executives to successfully finance and expand operations of SmartCard Marketing Systems Inc while the current senior management team will be focussing on global market sales and corporate development. The terms of the LOI are conditional to both companies completing due diligence on or prior Aug 31, 2015 and SmartCard Marketing Systems Inc (SMKG: OTC) raising a minimum of $4M capital round. SmartCard Marketing has engaged two independent firms in California to prepare and distribute the offering. The new financing will also bring the public stock to a fully reporting status as well as a dual listing on the Canadian stock exchange.

CEO Massimo Barone stated "We are very excited with this opportunity and have been working thoroughly with CT's team to meet the challenges and constraints of Banks & Telecoms to deploy EMV Payment solutions to enable their portfolio of existing and new merchants. Strategic opportunity to not only acquire CT Payments but jointly expand in overseas markets offering a Turn-Key "EMV HOST" for credit & debit card schemes that will facilitate Omni-Channel solutions for retail deployments, Independent Software Vendors allowing them to scale integration and allow large deployments through Enterprise partners expanding our footprint through Independent Sales Organizations."

CEO Denis Robert of CT-Payment stated "This merger will enable CT-Payment to accelerate its product development cycle and bring innovative payment solutions to the North American market while simultaneously providing access to the necessary funding to support the implementation of its technology and expertise to promising new geographies such as Asia Pacific."

Mr. Paolo Continelli President of SmartCard also stated that following the acquisition of CT Payments by SmartCard,  a new board similarly reflecting that of CT Payments current board will be elected. In addition, CT-Payment Inc. & VelocityMwallet Technology LLC will continue their operations under the new structured ownership as subsidiaries which will continue to exist in the closing transaction.

About CT-Payments Inc.

CT-Payment (CTP) has been setting the pace in electronic POS transaction since 2002. It is North American leader in EMV compliant payment services and is Canada's largest debit- and credit-card processing company to be fully independent of Canadian financial institutions and acquirers. As a member of Interac® and a debit acquirer, CT-Payment delivers integrated debit authorization and settlement services on behalf of its customers and business partners. As an experienced multi-acquirer service provider, CTP offers transaction processing for point-of-sale debit and credit terminals, customized web-payment integration solutions, and the management of loyalty programs. CT-Payment further specializes in the development of platforms for emergent technology in the Global payment-processing ecosystem. It fully complies with PCI international security standards. To find out more:

About SmartCard Marketing Systems Inc. (OTC: SMKG)

SmartCard Marketing Systems Inc. develops EMV Payment, Check21, Mwallet & Incentive solutions for Issuer & Acquirer Banks, Telecom & Global Enterprise with Retail and Ecommerce Merchant portfolio. SmartCard enables their channel by bringing their merchants the best available technology enabled Multi-OS devices and E-commerce in a licensing & transaction based SAAS model that solves Interoperability, Scalability, Compliance and Best Practice standards.


SOURCE Smart Card Marketing Systems Inc (SMKG)