XTM Closes Strategic Asset Sale to Pateno Payments

September 18, 2025 at 07:15 AM EDT

Transaction Strengthens Balance Sheet, Reduces Costs, and Accelerates Growth Path

XTM Inc. (“XTM” or the “Company”) (QB: XTMIF / CSE: PAID / FSE: 7XT), a fintech innovator in automated tip pooling, instant payouts, and Earned Wage Access (“EWA”) through its AnyDay™ platform, today announced the successful closing of its previously announced asset sale to Pateno Payments Inc. (“Pateno”), a subsidiary of Digital Commerce Group, for total consideration of USD $3,000,000.

The transaction, first disclosed on April 29, 2025 (read here), closed on September 17, 2025. At closing, XTM received the gross proceeds net of customary purchase price adjustments and a 90-day holdback for potential post-closing adjustments and final debt settlement. As part of the transaction, the Company repaid its senior debt facility with 2Shores Capital in full, with security released.

This strategic divestiture represents a pivotal milestone in XTM’s path to profitability and sustainable growth. The sale is expected to significantly reduce monthly operating costs, positioning the Company to achieve cash neutrality. Importantly, XTM will continue leveraging the QRails processing platform, ensuring seamless client service while eliminating the expense and operational complexity of running the processor in-house.

XTM maintains full ownership of its proprietary AnyDay™ platform, including payroll and time & attendance integrations, as well as key customer relationships. Further, the core QRails engineering team has transitioned to Pateno, supporting continued innovation and operational excellence for both organizations.

KEY STRATEGIC BENEFITS FOR SHAREHOLDERS

Financial strength – reduced monthly cash burn and stronger balance sheet
Margin expansion – improved payment economics
Growth capital – non-dilutive USD $3M injection
Technology access – expanded processing capabilities
Operational excellence – enhanced scalability, redundancy, and reporting efficiency

ABOUT XTM INC.

XTM is a fintech business leveraging technology to transform how workers access and manage their pay. Through its proprietary AnyDay™ platform, XTM provides businesses with automated tip pooling, instant payouts, and Earned Wage Access (“EWA”) solutions that empower employees with financial flexibility and control. By bridging the gap between work and payday, XTM is driving improved employee satisfaction, retention, and engagement, while helping businesses streamline operations and strengthen workforce loyalty. With a growing footprint across North America in hospitality, and most recently health-care, casinos and manufacturing, XTM is shaping the future of pay for the service and hospitality industries.

Cautionary Notes

Forward-Looking Statements:

This press release contains forward-looking information within the meaning of applicable Canadian securities laws (“forward-looking information”). Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed” and other similar words, or statements that an event or result “may”, “will”, “should”, “could” or “might” occur or be achieved and other similar expressions. Forward-looking information contained in this press release may include, without limitation, statements regarding the Offering; the terms, timing or completion of the Offering, or the pricing in respect thereof; additional tranches of the Offering in the future; the closing of the offering; the anticipated use of proceeds of the Offering, including but not limited to the use of the proceeds of the Offering for proposed acquisitions; and the receipt of all applicable governmental and regulatory approvals, including the approval of the Exchange, if required.

Forward-looking information is based on assumptions that may prove to be incorrect, including but not limited to the Company’s ability to close the Offering, if at all, the timing of the closing, if at all, the expectation of closing additional tranches of the Offering, the intended use of proceeds, the lack of material changes to general economic, market and business conditions, and the receipt of all regulatory approvals in respect of the Offering, if required. The Company considers these assumptions to be reasonable in the circumstances. Forward looking statements address future events and conditions and are reliant on opinions and estimates of management as of the date such statements and assumptions are made, which involve inherent risks and uncertainties, known and unknown risks, and other factors that may cause the actual results, level of activity, performance or achievements of the Company, as the case may be, to be materially different from those expressed or implied by such forward-looking information, including but not limited to those risks described in the Company’s public documents filed on www.sedarplus.ca from time to time. Forward-looking information is subject to business, industry, political and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those expressed or implied in the forward-looking information. All information contained in this press release, other than statements of current and historical fact, is forward looking information.

Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. The risk factors and uncertainties that could cause actual results to differ materially from the anticipated results or expectations expressed in this press release, include, without limitation: the ability of XTM to satisfy the conditions to Closing of the Offering, including obtaining approval of the Exchange on a timely basis, or at all; that the Offering may not be completed on the terms and timeline indicated, or at all; that the Company’s use of proceeds of the Offering may differ from those indicated; additional financing requirements; adverse market conditions; and other risk factors described from time to time in the Company’s securities filings.

The Company provides no assurance that forward-looking statements and information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements or information. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company assumes no obligation to update forward-looking information, and expressly renounces any obligation, to update any forward-looking statements, other than as required by law.

The securities offered pursuant to the Private Placement have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any U.S. state securities laws, and may not be offered or sold in the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.