Quorum Information Technologies Announces Definitive Agreement to be Acquired by Valsoft Corporation in an All-Cash Transaction

Core Viewpoint - Quorum Information Technologies Inc. has entered into an all-cash transaction to be acquired by an affiliate of Valsoft Corporation Inc. for $0.80 per share, valuing the company at approximately $60 million, with a 14% premium over the closing price prior to the announcement [1][2]. Transaction Details - The transaction involves the acquisition of all outstanding common shares of Quorum for $0.80 per share in cash, subject to shareholder and customary approvals [1][7]. - The transaction is expected to close in Q4 2025, pending the satisfaction of all conditions [10]. - The board of directors and a special committee have unanimously approved the transaction and recommend that shareholders vote in favor [12][13]. Financial Aspects - The cash consideration of $0.80 per share provides immediate liquidity and certainty of value for shareholders [5]. - The consideration represents a 14% premium to the closing price on September 19, 2025, and a 12% premium to the 10-day volume-weighted average price [5][2]. - A fairness opinion from TD Securities Inc. confirms that the consideration is fair from a financial perspective [5][13]. Support and Approval - Officers, directors, and certain shareholders holding approximately 50% of the outstanding shares have agreed to vote in support of the transaction [6][8]. - The transaction requires approval from at least two-thirds of the votes cast by shareholders at a special meeting expected to be held in November 2025 [7]. Strategic Partnership - Valsoft is viewed as an ideal partner for Quorum, emphasizing long-term partnerships and support for innovation and customer success [3][4]. - Quorum has established a strong reputation as a technology partner for automotive dealerships and OEMs, aligning well with Valsoft's investment philosophy [4].