Ms. Marilyn Schaffer reports

XTM CLOSES STRATEGIC ASSET SALE TO PATENO PAYMENTS

XTM Inc. has closed its previously announced asset sale to Pateno Payments Inc., a subsidiary of Digital Commerce Group, for total consideration of $3-million (U.S.).

The transaction, first disclosed on April 29, 2025, closed on Sept. 17, 2025. At closing, XTM received the gross proceeds net of customary purchase price adjustments and a 90-day holdback for potential postclosing 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 and 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 $3-million (U.S.) 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 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 work force 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.

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