Morning. Introducing Mike Reinhart to begin the meeting. Thank you, operator. Good morning, ladies and gentlemen. Welcome to the annual and special meeting of the shareholders of Quisitive Technology Solutions, Inc. I am Mike Reinhart, Chairman, CEO, and a Director of the company. We have four items of business to conduct today. First, to appoint KPMG LLP Chartered Professional Accountants as the auditors of the company for the ensuing year and to authorize the Directors to fix their remuneration. Second, to fix the number of the Directors of the company at five. Third, to elect the Directors of the company. Fourth, to reapprove the company's 10% rolling stock and incentive option plan. Once the formal business of the meeting has been completed, there will be a brief company update and an opportunity to ask questions. I will now call the meeting to order. In accordance with the bylaws of the company, I shall preside as chairman of this meeting. I shall ask Scott Meriwether, CFO and Corporate Secretary of the company, to act as the secretary of the meeting. I shall ask Viktoria Lapteva of Computershare Trust Company of Canada to act as scrutineer for the meeting. The secretary has advised me that the notice of meeting, together with a form of proxy, management information circular, and request form, have been provided to, as applicable, each director of the company, the auditors of the company, and provided to each shareholder of the company of record on May 23rd, 2023, the record date for the meeting. An affidavit of mailing has been provided by Computershare to the company, and I direct that the affidavit be annexed to the minutes of the meeting. Accordingly, I will dispense with the reading of the notice of the meeting. The scrutineer has provided me with the preliminary report regarding shareholder attendance and representation at this meeting. The scrutineer reports that there are present at this meeting, in person or by proxy, 199 shareholders holding 145,900,806 common shares. Accordingly, I declare that the requisite quorum of shareholders is present, and I declare that the meeting is duly and properly constituted for the transaction of business. I direct that the scrutineer's complete report on attendance be annexed to the minutes of the meeting. Before we commence the formal business of the meeting, I would like to provide some opening remarks. While this year's meeting will comply with applicable legislation, our rules of conduct will differ from an in-person meeting. Firstly, each attendee today is being asked to provide their full name prior to joining the platform, and these details have been conveyed to Computershare for the purposes of registration and record keeping in order to enable them to prepare their scrutineer's report for this meeting. Before we begin, I would like to set out some additional rules for the orderly conduct of the meeting. Any registered shareholders and valid proxy holders present who have either not already voted or wish to revoke a previously cast vote in order to recast their vote at this meeting today will be able to complete this process when they speak with Computershare. Registered shareholders and valid proxy holders in attendance can do this by pressing star one at the time of voting matters, and Computershare will cross-reference your name against the registered shareholder list. If it turns out that you're not on the list, you will not have standing as a registered shareholder at the meeting. In addition, since voting on this platform cannot be by a show of hands, we are doing a poll for each motion and asking that registered shareholders and proxy holders log their vote in advance for all motions and agenda items when you speak with a Computershare representative. All polling results will be retained with Quisitive's records for this meeting. Voting on all matters will be conducted by telephone. Registered shareholders and duly appointed proxy holders will be asked to vote on each business item. If you have already voted by proxy, it is important that you not vote again here at the meeting unless you intend to change your initial vote. Questions in respect of motion can be submitted by any registered shareholder or duly appointed proxy holder by pressing star one. When asking a question, please indicate your name, which entity you represent, if any, and confirm that you are a registered shareholder and a duly appointed proxy holder. Given the virtual format of the meeting, we would encourage registered shareholders and duly appointed proxy holders who have specific questions on an item of business discussed at today's meeting to submit their questions now. Shareholders and participants can ask questions by pressing star one. Questions will be addressed during the question period at the end of the meeting, provided that any questions regarding procedural matters or directly related to the motions before the meeting will be addressed during the meeting. All other questions will be addressed during the questions and answer period at the conclusion of the formal part of the meeting. Due to the virtual nature of this meeting, voting results will be provided after the completion of this meeting in order to limit the wait time for tabulating the results of votes provided. I now place before the meeting the company's audited consolidated financial statements for the fiscal period ended December 31st, 2022, together with the auditor's report thereon. These financial statements were mailed to each shareholder who requested a copy and were filed on SEDAR. Accordingly, I will dispense with the reading of the financial statements and auditor's report. We will now proceed with the appointment of the auditors of the company. Management has recommended that KPMG LLP Chartered Professional Accountants be appointed as auditors of the company to hold office until the close of the next annual meeting of shareholders, or until their successors are appointed, at such remuneration as may be fixed by the directors and the directors be, and they are hereby authorized to fix such remuneration. Computershare has advised me that the shareholders have voted in favor of this motion. Accordingly, the motion is carried. I declare that the resolution appointing the auditors of the company for the ensuing year and authorizing the directors to fix their remuneration has been carried. Our next item of business is fixing the number of directors at five. Computershare has advised me that the shareholder vote is in favor of this motion. Accordingly, the motion is carried. Our next item of business is the election of the directors of the company. Management nominates the following persons as specified in the management information circular delivered with the notice of meeting, namely Michael Reinhart, Laurie Goldberg, David Guebert, Philip Sorgen, and Amy Brandt, to be elected to serve as directors of the company to hold office until the next annual meeting of shareholders or until their successors are duly elected or appointed in accordance with the articles and the bylaws of the company. Computershare has advised me that the shareholders' vote is in favor of this motion. Accordingly, the motion is carried, and Michael Reinhart, Laurie Goldberg, David Guebert, Philip Sorgen, and Amy Brandt have been elected as directors of the company to hold office until the close of the next annual meeting of shareholders or until their successors are duly elected or appointed. We will now proceed with the ordinary resolution approving the company's rolling equity incentive plan in accordance with the policies of the TSX Venture Exchange, as described on page 15 of the management information circular under the heading Summary of 2023 Equity Incentive Plan. This resolution is an ordinary resolution that requires the approval of at least a majority of the votes cast thereon by disinterested shareholders in person or by proxy at the meeting. The board of directors of the company recommends the shareholders vote in favor of this resolution and believes that the passing of this resolution is in the best interest of the company. Computershare has advised me that the shareholders' vote is in favor of this motion. Accordingly, the motion is carried, approving the company's new equity incentive plan. I hereby declare the meeting is adjourned. I will now provide a brief company update prior to opening the call to questions. We'll talk briefly about the company. Obviously, we're, you know, talking about the 2022 business updates, and we'll give you some quick highlights on 2022 as well as recent and some of the other things that have been happening recently by the business. 2022, a strong year for the company. Revenue growth was significant year over year from 2021. Expansion of gross profits. EBITDA up significantly for the business. Both our cloud solution and payments business had good years. We continue to build out our team, bringing in Scott Meriwether, our CFO, who's on the call with us today. Jana Schmidt, senior executive in to run our global payments business, really helping scale up our leadership as we grow. Obviously a lot of great things happening in the certification of our platform with Mastercard and Visa. We'll talk a little bit more where we are with the PayiQ platform. We received acknowledgement again from Microsoft as the United States Healthcare Partner of the Year, Inner Circle Award, and continue to kind of build on that momentum through 2022. In 2023, we started out with, you know, good results, albeit some areas of the business that we talked about a little softer from a services side, but again, revenue up 8% year-over-year. Gross profit and EBITDA expansion continued. Our payments business really starting to build momentum, had a very strong first quarter. You know, we've rebranded our LedgerPay platform to PayiQ, as we've talked about. Continue to really advance the work that we're doing with Microsoft and the solution designations and some other things with them. We're proud to have been earned a spot in The Globe and Mail's 2023 report on Business Women Lead Here list for our second year in a row. Something that we're very conscious of and have a great diverse leadership team and pleased for the acknowledgement that we're getting from The Globe and Mail with our great leaders there. We also announced acceleration of our generative AI adoption for our industry solutions and showcasing how we're embracing and embedding the things that we're doing from an AI perspective. We'll talk a bit more about that. As we've talked about in our recent earnings call, the, you know, kind of ongoing market demand, obviously there's all the various indicators, rising interest rates, as well as some of the other things that are continuing to occur in the marketplace. We continue to monitor that. We are seeing significant growing focus on AI-related products and services. Many discussions that we're having with customers in activating that, which we can talk on. At the moment, we see some stabilization occurring in the enterprise space, which has been some of the, you know, overall market conditions you hear from others in industry that that is the place where they're at least delaying decision-making. Appears that some of that is shifting to focus on these AI-related initiatives, and we're well positioned to take advantage of those. We did host an Investor Day just I guess a couple of weeks ago now. I've lost track of the days. We were excited to host that in Toronto. We had a great turnout. We held it at the Microsoft Technology Center, showcasing our partnership with them. Hosted us in the building there, and beautiful views of Lake Ontario. Had a great attendance. We really focused the day on a few different areas. One is really this whole idea about how we're evolving our business to a concept that Gartner calls product-enabled industry services. That's really been our strategy in how we're bringing our capabilities to market across our PayiQ platform that we'll talk about in terms of retail and payments, our MazikCare platform in the healthcare space around patient care and patient coordination, and some of the really unique things there, as well as other areas. Our Quisitive ShopFloor product that is centered around manufacturing, as well as then, some things we're doing in the public sector from municipalities and other city and, local governments, around a platform we call PowerGov. All of those are about bringing this really sophisticated set of industry solutions, product-based SaaS offerings, combined with, the unique capabilities of the Microsoft Cloud in various forms, and then all of our very sophisticated systems integration and advisory services to enable those for customers. On top of that, at the Investor Day, we talked, we did a pretty deep dive on our MazikCare patient care platform that we walked through kind of how the product showed features of the product, how it's used to really help manage the care experience for patients across the providers in the system. We actually did a demo of a generative AI capability that we have already built into that platform, bringing to market here in Q3. That's all about how to interact and talk with the platform using natural language for care providers to create and automatically generate patient care plans and care path opportunities and really streamlining and reducing administrative work. We also had a great opportunity to do the discussion of technology in healthcare with the Arthur Health CEO, Dr. Nizar Mahomed who was there and is a customer of ours that we've been working with, leveraging the MazikCare platform really to reshape and redefine all of the capabilities that they're trying to change in the healthcare system within Canada. Had great dialogue, including questions from the audience, as well as the panel discussion with our teams. We then shifted into discussing around payments and our PayiQ platform and really gave an overview of that, talking about the role we play in authorization, clearing, and settlement, and how we position to bring that to life. We did do the first live demo of the PayiQ platform using Mastercard. We showcased a transaction in an e-commerce storefront called Q Store that we purchased gear, showed the full authorization and it showing up in the Apple Wallet on the Mastercard, live and in person. We actually had a video interview with Mastercard executive, talked about our position with Mastercard and what we're doing. We then held an industry panelist discussion with a flagship advisor, as well as our team from PayiQ that entertained questions in talking about, you know, the changes in the payments landscape, kind of what we're doing, the depth and breadth of our team. Our team also gave an update on the PayiQ platform that we're gonna begin to onboard Visa and Mastercard merchants in late July, early August, making progress on Amex with expectations of certification here in Q3 with Discover to follow. Overall, we got really strong feedback from attendees that they felt like it really gave great depth and insight to the MazikCare platform, what we're doing there in healthcare, and the opportunity in the market around that. It gave some, you know, real tangible visibility to PayiQ and the progress we're making there and heard from the team around the schedule and what's happening and the depth of our team. We got a lot of great feedback around the depth in both healthcare and the capabilities as well as our payments team and what they are capable of bringing to the market. We did announce just last week a capital raise, a CAD 6 million capital raise. As you probably have read in some of the analyst reports, this was predominantly a result of some Foreign Private Issuer status things that we were trying to stay on side. As a, as a U.S., a heavy U.S. shareholder base, we need to keep our ownership less than 50%. There's a whole process around that that is one that you manage. We periodically check and work with Computershare and Broadridge and others to try to understand. Unfortunately, there's always this big block of CDS registered that Computershare tracks, on a Broadridge reporting basis, there can be a significant blind spot about objectionable investors who don't identify themselves, and we have to assume that they're U.S.-based even though they likely are not. That's part of the process that we've gone through and made the decision that doing that capital raise would secure and make sure that we're on side by issuing those shares to Canadian holders and executed that raise, which will close later this week. You know, we also talked about some of the potential uses of those residual, to, you know, potentially acquire some residual payments from sellers and things like that we'll share more as that unfolds here in the coming weeks. Also, kind of a quick update on our Microsoft partnership and some of the things that are happening. We continue to be well-positioned with them, highly acknowledged, expecting great news from them about our continued partnership as they talk about partner awards and things like that in the very near future. Microsoft is clearly the leader in AI. If you're, you know, listening to any of the services or following social, you know that their position with OpenAI, what they're doing both to embed AI in their products, all centered around their Copilot strategy and things like that, as well as the services that they're providing through Azure OpenAI and all those related, which are the tools that are critical with enterprises to bring AI to life. We're very well-positioned. We have deep expertise in the OpenAI platform with them, been using it for quite some time, with customers to do AI. We have numerous active engagements with customers, exploring use cases and how to think about AI, especially generative AI, but more importantly, using large language models in a targeted use case with customers, and have done some very interesting things already in that space. We continue, as I talked about MazikCare, looking at where and how we embed AI into our products and services. We've already embedded it into some of our managed services offerings. Our EverWatch platform as part of our Azure managed services has now been incorporated AI capabilities as a component of it to help do predictive customer service in bringing that together. Microsoft is in their final days of their fiscal year. They are midyear fiscal year cycle, and they're going through a whole series of changes. We're working with them to develop their new game plan for the year as they go to market with partners, building out our alignment to their sales plays that we mirror and take to market with and in partnership with them. Have active discussions around business planning, around scorecard establishment, as well as territory sales plans, marketing motion, and everything that we do each year as they kick off their new year. That all culminates in their annual partner conference, Inspire, which is being held in two weeks virtually. They've moved that to a full virtual event even post-pandemic. There is a small audience of partners which we are part of attending in-person events across the U.S. in later in July, that are all centered around us meeting with their leadership around strategic go-to-market capabilities together. That, you know, gives kind of a quick update to the company, kind of things that we're doing. We'll now be pleased to answer any questions that you might have about the company. I'll turn the call over to the operator, to provide guidance to the group on asking questions. Operator? Yes. If you would like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. We will pause for a brief moment to poll for questions. There are no questions at this time. Okay. Well, thank you all for your time and attendance today. We certainly appreciate your support. You know, looking forward to the back half of this year as we move forward to continue to expand and grow our business, and we'll be in the not too distant future hosting our Q2 earnings call and hope to be seeing, talking to all of you at that time. Thank you very much. Have a fantastic day. Thank you. This will conclude today's meeting. You may disconnect your lines at this time.
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