HS GovTech Announces Acquisition Agreement Valuing the Company at $33.3 Million

• HS GovTech Solutions Inc. (CSE: HS), a prominent SaaS provider for government agencies, has signed a definitive arrangement agreement with Banneker Partners LLC, a US private equity fund. This agreement marks a significant milestone in the company's growth trajectory.
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  Key Transaction Highlights

• All-Cash Deal: The arrangement agreement stipulates that Banneker Partners will acquire all outstanding common shares of HS GovTech for an all-cash consideration of $0.54 per share. This deal values HS GovTech at approximately $33.3 million.
• Substantial Premium: Shareholders are set to receive $0.54 per share in cash, representing a remarkable 151.2% premium over the closing price of $0.215 and a substantial 174.1% premium over the 20-day volume-weighted price of $0.197 per share on September 15, 2023.
• Unanimous Recommendations: Both the Special Committee and the Company's Board unanimously recommend that HS GovTech securityholders vote in favor of the Transaction.
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  Words from Leadership

• Ali Hakimzadeh, Chair of the Company's Board, expressed his satisfaction with the transaction, highlighting that it offers securityholders a significant premium to recent trading prices. The Special Committee and the Company's Board have both endorsed the Transaction as fair and beneficial to securityholders.
• Kenneth Frank, Partner at Banneker Partners, praised HS GovTech's robust technology platform and innovative product portfolio. Hugh Kirkpatrick, Principal at Banneker, expressed excitement about partnering with HS GovTech's management team to drive continued growth and bring new solutions to the market.
• Silas Garrison, Chief Executive Officer of HS GovTech, conveyed his excitement about the partnership with Banneker Partners. He emphasized that this partnership will allow the company to invest more in new features and products, advancing their mission of helping government agencies operate more efficiently.
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  Transaction Summary

• Pursuant to the Arrangement Agreement, the Purchaser will acquire all issued and outstanding shares for $0.54 in cash per share, representing a premium to recent market prices.
• The Arrangement Agreement also includes a non-convertible, unsecured, 10% interest-bearing loan of US$500,000 to cover expenses related to the Transaction.
• The deal is subject to court approval, customary closing conditions, and regulatory approvals. It is expected to close in late November 2023.

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