TIO Networks Acquires ChargeSmart.com

VANCOUVER, British Columbia and SAN FRANCISCO, Aug. 5, 2014 /PRNewswire/ -- TIO Networks Corp. (TSX-V: TNC) ("TIO"), North America's leading expedited bill payment company, has entered into an agreement to acquire the assets of San Francisco, CA based VeriFone Commerce Solutions Inc, (formerly ChargeSmart Inc. referred to herein as "ChargeSmart").  Chargesmart.com, and its Spanish equivalent Pagalisto.com, is a leading provider of bill payment services for US consumers who wish to pay bills online with a credit or debit card.

The acquisition will provide TIO the ability to leverage and extend ChargeSmart's search engine optimization and search engine marketing technology and its associated risk assessment engine to profitably and efficiently acquire new customers, while allowing end customers an alternative to pay their bills quickly and conveniently online.   TIO will also be able offer current ChargeSmart.com customers access to many of its direct biller integrations as well as its advanced mobile wallet technology.

With this acquisition, TIO expects to achieve: 1- Higher consolidated revenues and gross margins, 2- A more diversified revenue base across customers, channels and industries and 3- An improved revenue per transaction profile as ChargeSmart tends to generate transaction revenues equal to approximately 3-4% of the amount processed. The transaction is anticipated to be accretive after one-time deal and integration expenses.

"We are very pleased to welcome ChargeSmart and its valued employees and partners to the TIO Family," said Hamed Shahbazi, Chairman and CEO of TIO Networks. "ChargeSmart has done a fantastic job establishing itself as a trusted brand and bill pay destination for hundreds of thousands of customers.  Their ability to acquire customers through cost-effective online marketing programs and to quickly process them through an intuitive ecommerce check-out experience is a highly desirable competency for TIO.

Mr. Shahbazi continued, "ChargeSmart's proprietary bill payment and credit card risk decisioning engine has a proven track record of protecting both customers and billers from online fraud.  As financial services transactions move online, billers and providers need to manage 'card not present' fraud. Integrating ChargeSmart's technology into TIO's platform will allow us to grow credit card adoption by extending ChargeSmart's leadership in fraud detection to all of our partners."

Post transaction, TIO's focus will be to grow and strengthen the ChargeSmart business and biller product portfolio while leveraging its considerable risk management capabilities across TIO's other channels and lines of business.  TIO's "direct to consumer" online and mobile businesses will be managed by the ChargeSmart team based in San Francisco.  Jake Cunningham, the previous general manager of ChargeSmart, has been appointed as VP of Consumer Payments for TIO Networks.

"We are thrilled to be joining the TIO family and to be able to offer their suite of world class products and services to our customers." Said Jake Cunningham,  "By combining their expertise related to mobile wallets and expedited bill payments with our industry leading anti-fraud and customer acquisition techniques, TIO is well positioned to become the preeminent brand for web-based, mobile, and in-person bill payments in North America and abroad."

The asset purchase transaction closed on August 1^st, 2014.  The parties also entered into a transition services agreement upon closing under which VeriFone will temporarily retain certain assets and provide operational services for a period of time to ensure a smooth transition into TIO's infrastructure.

A conference call to discuss the transaction noted above will be held Wednesday August 6, 2014 at 9:30am PST/ 12:30pm EST.  To participate in the call please dial 416-644-3426 in Toronto or Toll Free, 1-800-731-5319 and request the TIO Conference Call.

FORWARD-LOOKING INFORMATION AND DISCLAIMERS  

This news release contains certain forward-looking statements and information (collectively, "forward-looking statements") within the meaning of applicable Canadian securities laws, including, without limitation, the acquisition by TIO of certain of the Chargesmart.com assets; the effect of the acquisition on TIO including the expected usefulness of the Chargesmart technology; the  nature of expected synergies; expected higher revenues and gross margins; the anticipated accretive nature of the transaction; and the expected diversification of the revenue and customer base. Forward-looking statements, which may be identified by words including, without limitation, "will", "anticipated", "expected", "accretive", and other similar expressions, are intended to provide information about management's current plans and expectations regarding the transaction. 

Although TIO believes that the expectations reflected in such forward-looking statements are reasonable, such statements involve risks and uncertainties that may cause actual results or events to differ materially from those anticipated and no assurance can be given that these expectations will be realized, and undue reliance should not be placed on such statements. Risk factors that could cause actual results or events to differ materially from the forward-looking statements include, without limitation, that TIO's assumptions in making forward-looking statements may prove to be incorrect; future results varying from historical results; and competition.Certain material factors or assumptions are applied in making the forward-looking statements, including, without limitation, the assumption that future financial results, will be similar to past results;  expectations related to future general economic and market conditions; affecting the Chargesmart business or the markets in general. Forward-looking statements and information are based on the beliefs, assumptions and expectations of TIO's management on the date of this news release, and TIO does not assume any obligation to update any forward-looking statement or information should those beliefs, assumptions or expectations, or other circumstances change, except as required by securities law. 

About TIO Networks Corp.
TIO is a Multi-channel, cloud-based bill payment processor serving the largest telecom, wireless, cable, utility and property management related bill issuers in North America. TIO processes Billions of dollars of payments each year serving millions of consumers across North America. For more information visit: www.TIOnetworks.com. Join the conversation on www.twitter.com/TIONetworks or like us on www.facebook.com/TIONetworks.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. 

SOURCE TIO Networks Corp.