Connect with us

Technology

Leading Independent Proxy Advisory Firm ISS Recommends Payfare Shareholders Vote FOR the Plan of Arrangement with Fiserv

Published

on

The Arrangement to “maximize value is reasonable” compared to other alternatives says ISS The all-cash offer represents a significant premium of approximately 90% to the pre-announcement share price Don’t Delay. Vote Today! For questions or help with voting, call Kingsdale Advisors on 1-866-581-1490 (North America toll free) or 416-623-2513 (text and call enabled outside North America), or email contactus@kingsdaleadvisors.com

TORONTO, Jan. 29, 2025 /CNW/ – Payfare Inc. (“Payfare” or the “Company”)(TSX: PAY)(OTCQX: PYFRF) is pleased to announce that Institutional Shareholder Services Inc. (“ISS”), a leading independent proxy advisory firm, has issued a report recommending that Payfare shareholders (“Shareholders”) vote FOR the arrangement agreement (the “Arrangement”) between the Company, Fiserv, Inc. (“Fiserv”)(NYSE: FI) and 1517452 B.C. Ltd. (the “Purchaser”), an affiliate of Fiserv.

Pursuant to the Arrangement under the British Columbia Business Corporations Act, the Purchaser will acquire all of the issued and outstanding Class A common shares of the Company (the “Shares” and each, a “Share”), subject to obtaining shareholder and other customary approvals, for C$4.00 in cash per Share (the “Purchase Price”).  The Arrangement is to be voted on at the special meeting of Shareholders to be held virtually on February 21, 2025 (the “Meeting”).

ISS is a leading independent proxy voting and corporate governance advisory firm whose recommendation may influence how pension funds, investment managers, mutual funds, and other shareholders vote.

In its recommendation to Vote FOR the resolution, ISS has stated that the offer represents a “premium to the unaffected price, valuation appears credible, and the board engaged in a reasonable process”. It also concluded that shareholders stand to receive “certain and immediate cash value” and that the “risk remains elevated” in the event the resolution does not get approved. 1

The proxy advisor also took into account the fact that the board was able to increase the offer price from an initial undisclosed value to an indicative value of $3.50 per share, followed by $3.75 per share offer, before finally arriving at a $4.00 per share offer.

The terms of the Arrangement and the arrangement agreement between the Company, Fiserv and the Purchaser dated December 22, 2024 (the “Arrangement”) are further described in the Management Information Circular (the “Circular”) and related materials for the Meeting, all of which are available under the Company’s profile on SEDAR+ at www.sedarplus.ca

 YOUR VOTE IS IMPORTANT REGARDLESS OF THE NUMBER OF SHARES YOU OWN

The Board reminds all shareholders to vote well in advance of the proxy cut-off time is February 19, 2025, at 11:00 A.M. (Toronto Time). The Meeting is scheduled to be held on February 21, 2025, at 11:00 A.M. (Toronto Time) and will be held virtually at https://web.lumiagm.com/238646522 using password “payfare2025”.

If you have any questions or need assistance in your consideration of the Arrangement or with the completion and delivery of your proxy or voting information form, please contact Kingsdale Advisors, at 1-866-581-1490 (North America toll free) or 416-623-2513 (text and call enabled outside North America), or email contactus@kingsdaleadvisors.com.

The Company has retained Kingsdale Advisors as its Strategic Shareholder and Communications Advisor.

About Payfare (TSX: PAY, OTCQX: PYFRF)

Payfare is a leading, international Earned Wage Access (“EWA”) company powering instant access to earnings through an award-winning digital banking platform for today’s workforce. Payfare partners with leading e-commerce marketplaces, payroll platforms, and employers to provide financial security and inclusion for all workers.

About Fiserv

Fiserv, Inc. (NYSE: FI), a Fortune 500™ company, aspires to move money and information in a way that moves the world. As a global leader in payments and financial technology, the company helps clients achieve best-in-class results through a commitment to innovation and excellence in areas including account processing and digital banking solutions; card issuer processing and network services; payments; e-commerce; merchant acquiring and processing; and the Clover® cloud-based point-of-sale and business management platform. Fiserv is a member of the S&P 500® Index and is one of Fortune® World’s Most Admired Companies™. Visit fiserv.com and follow on social media for more information and the latest company news.

Forward Looking Information and Forward-Looking Statements

Information in this release contains forward-looking information and forward-looking statements within the meaning of securities legislation. Forward-looking information and forward-looking statements are generally identifiable by use of the words “expect”, “anticipate”, “continue”, “estimate”, “may”, “will”, “project”, “should”, “believe”, “plans”, “intends” or the negative of these words or other variations on these words or comparable terminology. Forward-looking information and forward-looking statements are based on assumptions of future events that the Company believes are reasonable based upon information currently available. More particularly, and without limitation, this news release contains forward-looking information and forward-looking statements concerning the consideration to be paid to Shareholders pursuant to the Arrangement, the ability of the Company and the Purchaser to consummate the Arrangement on the terms and in the manner contemplated by the Arrangement Agreement, the future trading price of the Shares, the holding and timing of the Meeting, and the prospects, strategic alternatives and competitive position of the Company. Such forward-looking information and forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied thereby. Such factors include, among others, the ability of the parties to receive, in a timely manner and on satisfactory terms, the necessary Court, Shareholder and other approvals and the ability of the parties to satisfy, in a timely manner, the conditions to the closing of the Arrangement, as well as other uncertainties and risk factors set out in the Circular and other filings made from time to time by the Company with the Canadian securities regulators, which are available on SEDAR+ at https://www.sedarplus.ca. Actual results, developments and timetables could vary significantly from the estimates presented. Readers are cautioned not to put undue reliance on forward-looking information or forward-looking statements. The Company assumes no obligation to update or revise any forward-looking information or forward-looking statement, except as required by applicable securities law.

_______________________

1 Permission to use these quotations was neither sought nor obtained from ISS.

SOURCE Payfare Inc.

Continue Reading
Click to comment

Leave a Reply

Your email address will not be published. Required fields are marked *

Technology

Ant Digital Technologies CTO: The Agent Economy’s Four Fault Lines Demand a Ground-Up Infrastructure Redesign

Published

on

By

HONG KONG, April 21, 2026 /PRNewswire/ — On April 20, Ant Digital Technologies introduced its architectural vision for the agent economy at Hong Kong Web3 Festival — the “4R Full-Stack Architecture,” comprising four layers: Agentic Runtime, Payment Rails, Agent Registry, and Root Infrastructure — aimed at providing AI agents with foundational technical infrastructure covering identity, payments, risk control, and regulatory compliance.

In her keynote, Dr. Yan Ying, CTO of Ant Digital Technologies identified four fundamental fault lines in the current foundations of the agent economy: execution failures arising from prompt logic vulnerabilities, an accountability vacuum caused by AI’s lack of verifiable identity, transactional barriers stemming from payment gateways designed around human principals, and collaboration risks that emerge when unfamiliar agents cannot establish mutual trust. “This cannot be resolved by patching software,” she stated. “It requires a ground-up redesign at the infrastructure layer.”

The core product of the Agentic Runtime layer is DT Claw, which embeds the CARLI safety model to enforce behavioral constraints on agents at the execution level, supports multi-model compatibility and financial-grade compliance standards, and is designed to ensure that every AI operation is controllable, auditable, and recoverable.

The Payment Rails layer establishes a native on-chain payment channel that integrates agent-driven intelligent decision-making with verifiable credential chain technology, enabling precise identification of payment intent and end-to-end security while delivering full transaction transparency and immutability. For high-frequency micropayment scenarios, the platform builds a native instant settlement network supporting cross-chain, multi-asset seamless transfer and intelligent routing, significantly improving capital turnover efficiency. Additionally, by providing a standardized developer toolchain and a frictionless wallet integration experience, the solution substantially lowers both development barriers and end-user adoption costs — forming a payment closed-loop that balances financial-grade security with best-in-class usability.

The Agent Registry layer issues on-chain identities to each agent based on the DID (Decentralized Identifier) standard and ERC-8004, ensuring every instance of inter-agent collaboration is traceable and verifiable. The Root Infrastructure layer serves as the architectural foundation, leveraging Jovay Layer2 to achieve sub-120-millisecond transaction confirmation in support of AI micropayments, and combining ZKVM technology to enable off-chain computation with on-chain verification — resolving the computational trust problem inherent in the AI economy. As Yan Ying put it, “Root Infrastructure uses blockchain and privacy-preserving computation to provide agents with a tamper-proof contract execution environment. Even two agents with no prior relationship can establish trust through code and transact with confidence.”

AI is currently progressing from the Chat phase through the Action phase and into the era of the agent economy. Yan Ying argued that the defining transformation of this third phase lies not in AI becoming more intelligent, but in AI beginning to hold assets and exercise transactional authority. She noted that over the past decade-plus, Ant Digital Technologies has accumulated deep engineering expertise across financial-grade security, privacy computing, blockchain, and compliance systems — and that the 4R Architecture represents a ground-up research and development effort built upon that foundation.

 

View original content to download multimedia:https://www.prnewswire.com/apac/news-releases/ant-digital-technologies-cto-the-agent-economys-four-fault-lines-demand-a-ground-up-infrastructure-redesign-302748251.html

SOURCE Ant Digital Technologies

Continue Reading

Technology

Candid Appoints Andrew Shaw as Chief Product & Technology Officer to Accelerate Platform Growth

Published

on

By

Seasoned product leader joins from OLX to scale Candid’s Live Marketing™ AI infrastructure across the UK and beyond

LONDON and AMSTERDAM, April 21, 2026 /PRNewswire/ — Candid, the platform-based advertising, marketing and communications group operating across the Netherlands and the United Kingdom, has today appointed Andrew Shaw as Chief Product & Technology Officer (CPTO), effective immediately.

Working at group level, Shaw assumes responsibility for Candid’s product strategy, technology infrastructure and the scaling of its agency brands and capabilities. His appointment comes at a pivotal moment for the group, with strong and growing market demand for Candid’s proprietary Live Marketing™ platform — an integrated, AI-powered infrastructure spanning strategy, campaigns, media and creative. Shaw’s immediate mandate is to accelerate its development and bring it to enterprise scale.

Shaw joins with a strong international pedigree in product leadership and technology innovation. He was most recently Director of Product at OLX in Amsterdam, and prior to that held a comparable senior product role at adidas in Germany. Originally from South Africa, Shaw spent over five years in Germany before relocating to the Netherlands four years ago, where he has built deep expertise working within complex, international technology organisations.

In his new role, Shaw will work across Candid’s group of agencies and brands — building the product and technology foundations that underpin the group’s client proposition and ensuring the Candid platform maintains its competitive edge in a fast-evolving market.

Andrew Shaw, Chief Product & Technology Officer, Candid:

“My remit is clear: to take Candid’s Live Marketing™ infrastructure from proven technology to a truly differentiated, enterprise-grade and scalable platform — one that holds its competitive advantage in a market that is moving fast.”

Gerard Ghazarian, Founder & President, Candid:

“Andrew brings exactly the depth of product and technology leadership that this moment calls for. He will be instrumental in shaping our product strategy and in building the technology organisation we need to realise our ambitions — in the UK, the Netherlands, and beyond.”

Shaw’s appointment represents a significant step in Candid’s continued investment in its technology capabilities and leadership team. As the group scales across its agency brands and geographies, this appointment signals an unambiguous commitment to building a robust, future-proof platform that delivers tangible, measurable value for clients and brand partners across the portfolio.

Photo – https://mma.prnewswire.com/media/2960657/Candid.jpg

View original content:https://www.prnewswire.co.uk/news-releases/candid-appoints-andrew-shaw-as-chief-product–technology-officer-to-accelerate-platform-growth-302747667.html

Continue Reading

Technology

NX Group to Acquire All Shares in Metro Supply Chain Group of Canada, Turning It into Subsidiary

Published

on

By

TOKYO, April 21, 2026 /CNW/ — NIPPON EXPRESS HOLDINGS, INC. (hereafter “NX Group”) has reached an agreement to acquire all shares in Metro Supply Chain Group Inc. (“Metro Supply Chain Group”) based in Montreal, Canada, and entered into a share purchase agreement, dated April 17, 2026.

Logo: https://drive.google.com/file/d/1dqm0cxpYamnvMUra1AGXMuGlX932Z353/view?usp=drive_link 

The transaction values Metro Supply Chain Group at CAD1.8 billion (approximately 207.0 billion yen) on an enterprise value basis, representing the largest acquisition in NX Group’s history. In addition, an earnout of up to CAD400 million (approximately 46.0 billion yen) may be payable to the sellers, contingent on the company meeting certain financial targets as defined in the share purchase agreement.

Metro Supply Chain Group has a strong operational footprint across Canada, the United States and the United Kingdom, providing third-party logistics (3PL) services to a broad range of industries, including consumer goods, automotive, manufacturing and healthcare. Through this acquisition, NX Group expects to significantly expand its presence in the North American market and enhance its end-to-end logistics capabilities. The transaction represents a pivotal step toward accelerating NX Group’s long-term vision — set out in its management plan “NX Group Management Plan 2028 Dynamic Growth 2.0” — of becoming “a logistics company with a strong presence in global markets.”

For more details, please visit: https://drive.google.com/file/d/1SvzqxdP0zEEDCtmm2yhpGjBuDkM3iJea/view?usp=drive_link 

About the NX Group: https://drive.google.com/file/d/1mbvBL6C8THZNrR5LREgGeafNkEdaAmV-/view?usp=drive_link 

NX Group official website: https://www.nipponexpress.com/ 

NX Group’s official LinkedIn account: https://www.linkedin.com/company/nippon-express-group/ 

 

View original content:https://www.prnewswire.com/news-releases/nx-group-to-acquire-all-shares-in-metro-supply-chain-group-of-canada-turning-it-into-subsidiary-302747977.html

SOURCE NIPPON EXPRESS HOLDINGS, INC.

Continue Reading

Trending