DataMetrex Signs Definitive Agreement to Acquire Yuzu Payment Processing Solution From Firstpayment Inc.

Rhea-AI Summary

Datametrex (OTC:DTMXF) signed a definitive asset purchase agreement dated December 9, 2025 to acquire the Yuzu payment processing solution, including related patents and intellectual property, from Firstpayment for a purchase price of $5.5 million.

The purchase price will be satisfied by issuing 55,000,000 common shares at a deemed price of $0.10 per share to Firstpayment. Completion is expected on or about December 17, 2025, subject to customary closing conditions and TSXV approval.

Upon closing, proceeds from a previously announced private placement will be released from escrow to integrate Yuzu into Datametrex's technology division and pursue merchant revenue opportunities; Michael Kron is expected to join the board and serve as COO of Paymetrex.

Positive

• Acquisition of Yuzu payment solution and related patents
• $5.5M purchase price documented in definitive agreement
• Proceeds from private placement to fund integration and merchant pursuits
• Expected leadership addition: Michael Kron joining board and as COO

Negative

• Consideration issued as 55,000,000 shares at $0.10 per share
• Closing subject to TSXV approval and customary conditions
• Completion anticipated on or about Dec 17, 2025, timing risk

Key Figures

Yuzu purchase price: $5.5 million Consideration shares: 55,000,000 shares Deemed issue price: $0.10 per share +5 more

8 metrics

Yuzu purchase price $5.5 million Consideration for Yuzu Payment Solution, paid in Datametrex shares

Consideration shares 55,000,000 shares Common shares issued as consideration for Yuzu acquisition

Deemed issue price $0.10 per share Valuation of Datametrex shares used in Yuzu transaction

Expected closing date December 17, 2025 Anticipated completion date for the Yuzu acquisition

Financing proceeds $5,133,500 Aggregate gross proceeds from two financings closed Nov 14, 2025

Common placement shares 47,918,750 shares Shares issued at $0.08 in common share private placement

Subscription receipts 16,250,000 receipts Subscription receipts at $0.08, tied to Yuzu acquisition conditions

Subscription financing $1,300,000 Gross proceeds from subscription receipt financing on Nov 14, 2025

Market Reality Check

Price: $0.0629 Vol: Volume 1,161 vs 20-day av...

low vol

$0.0629 Last Close

Volume Volume 1,161 vs 20-day average 4,183 (relative volume 0.28x), indicating subdued trading ahead of the deal. low

Technical Shares at 0.0689, trading below 200-day MA of 0.11 and -83.48% under the 52-week high of 0.417.

Peers on Argus

Sector peers were mixed: HWNI down -2.33%, NOSUF and CISCF flat, while GTLL and ...

Sector peers were mixed: HWNI down -2.33%, NOSUF and CISCF flat, while GTLL and GTCH showed large gains (100% and 50%). This pattern does not point to a uniform sector move around this acquisition.

Historical Context

5 past events · Latest: Dec 01 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Dec 01	Clinic services expansion	Positive	-1.2%	Imagine Health launched walk-in services at Calgary and Edmonton clinics.
Nov 24	Staffing expansion	Positive	-1.7%	Imagine Health added four new physicians and began accepting new patients.
Nov 21	Clinic relocation	Positive	-14.2%	Imagine Health reopened its Edmonton South clinic in a new location.
Nov 20	Clinic relocation	Positive	+42.9%	Imagine Health relocated its Calgary clinic and confirmed full operations.
Nov 14	Financings closed	Positive	+12.2%	Company closed equity financings raising over $5M for growth initiatives.

Pattern Detected

Recent operational and financing news with generally positive tone has produced mixed reactions, with several clinic expansion updates seeing negative price moves alongside a few strong positive spikes.

Recent Company History

Over the past months, Datametrex focused on expanding its Imagine Health clinic network and securing funding. Multiple releases in November–December 2025 detailed new or relocated clinics in Calgary and Edmonton and added physicians and walk-in services. On November 14, 2025, the company closed financings raising $5,133,500, partly tied to the Yuzu Payment Solution acquisition. Market reactions alternated between sharp gains and declines, showing no consistent pattern despite largely growth-oriented announcements.

Market Pulse Summary

This announcement finalizes Datametrex’s plan to acquire the Yuzu Payment Solution for $5.5 million,...

Analysis

This announcement finalizes Datametrex’s plan to acquire the Yuzu Payment Solution for $5.5 million, paid via 55,000,000 shares at $0.10. It follows earlier financings totaling $5,133,500 and prior LOI disclosures, and continues the company’s pattern of share-based acquisitions alongside clinic expansion. Key factors to monitor include regulatory approvals, the planned December 17, 2025 closing, execution of Yuzu’s integration, and how added payment capabilities contribute to future revenue.

Key Terms

definitive asset purchase agreement, patents, intellectual property, subscription receipts, +4 more

8 terms

definitive asset purchase agreement financial

"it has signed a definitive asset purchase agreement, dated December 9, 2025"

A definitive asset purchase agreement is the final, legally binding contract that lays out exactly which assets of a business are being bought, the purchase price, and the conditions for closing. For investors, it matters because it determines what value and risks transfer to the buyer—like buying a house with a detailed inventory of what stays, what is repaired, and who pays which bills—so it directly affects future cash flow, liabilities, and the transaction's impact on company value.

patents technical

"including the related patents and intellectual property (the "Yuzu Payment Solution")"

Patents are government-granted rights that give an inventor exclusive control to make, use, sell or license a specific invention for a limited time, like a temporary lock on a new product or process. For investors, patents matter because they can create a protected revenue stream, raise barriers for competitors, support higher valuations, and also carry risks from expiration or legal challenges.

intellectual property technical

"including the related patents and intellectual property (the "Yuzu Payment Solution")"

Intellectual property are legal rights that protect creations of the mind—such as inventions, brand names, designs, software, or secret formulas—giving the owner control over who can use, copy or sell them. For investors, IP is like owning a blueprint or recipe: it can generate steady income through exclusive sales or licensing, boost a company’s competitive edge and valuation, and also create costs or risks if rights must be defended or challenged in court.

subscription receipts financial

"previously announced private placement of subscription receipts will be released from escrow"

Subscription receipts are temporary securities sold to investors that act like a receipt for future shares or cash once certain conditions in a financing or acquisition are met; until those conditions are satisfied, the funds are held in trust. Think of them as a ticket you buy today that will convert into the actual product later or get you a refund if the event doesn’t happen. They matter to investors because they provide a way to participate in a deal now while limiting immediate ownership changes and risk until the outcome is confirmed.

escrow financial

"private placement of subscription receipts will be released from escrow and will be used"

A neutral third party holds money, documents, or assets until both sides in a transaction meet agreed conditions, like a safety deposit box that only opens when everyone fulfills the rules. For investors, escrow reduces risk and increases certainty by ensuring payments or shares are released only when contractual steps are completed, which affects deal timing, legal protection, and the likelihood that a transaction will close as planned.

private placement financial

"previously announced private placement of subscription receipts will be released"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

arm's length transaction financial

"the Yuzu Payment Solution ... in an arm's length transaction (the "Transaction")"

An arm's length transaction is a deal made between independent parties who each act in their own interest, ensuring the price and terms reflect fair market value rather than favoritism. Investors care because these transactions reduce conflicts of interest and give a clearer picture of a company’s worth and performance — like buying a car from a stranger rather than from a close friend or family member, which is more likely to show true market price.

closing conditions regulatory

"subject to the satisfaction of all necessary customary closing conditions"

Closing conditions are specific requirements or steps that must be met before a financial deal or transaction can be finalized. They act like a checklist that ensures all necessary details are confirmed and agreed upon, giving both parties confidence that the deal is ready to be completed. Meeting these conditions is essential for the transaction to move forward smoothly and successfully.

AI-generated analysis. Not financial advice.

TORONTO, ONTARIO / ACCESS Newswire / December 10, 2025 / Datametrex AI Limited (the "Company" or "Datametrex'') (TSXV:DM)(FSE:D4G)(OTC:DTMXF) is pleased to announce further to its news releases dated September 15, 2025, September 22, 2025, September 29, 2025 November 11, 2025 and November 14, 2025, it has signed a definitive asset purchase agreement, dated December 9, 2025 (the "Definitive Agreement") to acquire via a wholly owned subsidiary, Paymetrex Payment Solutions Inc, ("Paymetrex") the Yuzu payment processing solution from Firstpayment Inc. ("Firstpayment"), a Canadian-based fintech company, including the related patents and intellectual property (the "Yuzu Payment Solution") in an arm's length transaction (the "Transaction").

Transaction Terms

Under the terms of the Definitive Agreement, Datametrex will acquire the Yuzu Payment Solution from Firstpayment for the purchase price of $5.5 million, which is satisfied through the issuance of 55,000,000 common shares in the capital of Datametrex (the "Consideration Shares"), at a deemed issue price of $0.10 per share.

Upon completion of the Transaction, it is anticipated that Michael Kron, the current CEO of Firstpayment, will join the Board of Directors of the Company and will be COO of Paymetrex.

Upon closing of the Transaction, the proceeds of the Company's previously announced private placement of subscription receipts will be released from escrow and will be used to integrate the Yuzu Payment Solution into Datametrex's technology division and to pursue merchant opportunities to generate revenue.

Completion of the Transaction is expected on or about December 17, 2025, subject to the satisfaction of all necessary customary closing conditions, including approval from TSXV and the board of directors of the Company.

About Firstpayment

Firstpayment is a Canadian-based fintech company that provides payment processing solutions including cryptocurrencies. Its technology is backed by a portfolio of ten (10) patents, seven (7) USPTOs, one (1) USPTO pending, and two (2) Canadian patents, in the payments space, including innovations in mobile and cryptocurrency payments. The company's proprietary platform, "YUZU", also known as Yuzupay, enables seamless cryptocurrency payments between merchants and customers.

About Datametrex

Datametrex is an innovative leader in Technology Solutions, Artificial Intelligence, and Healthcare. The Company specializes in delivering tools and solutions that enhance operational efficiencies and business outcomes. With a commitment to innovation, Datametrex is dedicated to supporting enterprises by setting a new standard for business protocols through cutting-edge technology.

For more on Datametrex, please visit our Company website (www.datametrex.com).

For Additional Information

Paul Haber, C.P.A., C.A., C.Dir
CEO & Chairman
info@datametrex.com
(416) 318-6501

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws.

Forward-Looking Statements

This news release contains "forward-looking statements," which involve risks, uncertainties, and factors that could cause actual results to differ materially from those anticipated. These statements are not historical facts and are generally identified by words such as "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," and similar expressions. Such statements include expectations related to healthcare business and other Company plans.

While Datametrex believes the forward-looking information is reasonable as of the date of this release, these statements involve assumptions, risks, and uncertainties that could cause actual outcomes to differ. Key factors include general economic conditions, legislative and regulatory developments, access to capital, industry competition, and the Company's ability to execute its strategies. The Company does not undertake to update these statements, except as required by law. Readers are advised not to place undue reliance on forward-looking information.

Factors that could cause actual results to differ materially are detailed under "Risk Factors" in Datametrex's management's discussion and analysis and available on the Company's profile at www.sedarplus.ca.

This release does not constitute an offer to sell or a solicitation to buy, nor shall it constitute an offer, solicitation, or sale in any jurisdiction where such would be unlawful prior to registration or qualification under applicable securities laws. We seek Safe Harbor.

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SOURCE: DataMetrex AI Ltd.

View the original press release on ACCESS Newswire

FAQ

What is Datametrex acquiring from Firstpayment and for how much (DTMXF)?

Datametrex is acquiring the Yuzu payment processing solution and related patents for $5.5 million.

How will Datametrex pay for the Yuzu acquisition (DTMXF)?

Payment is by issuance of 55,000,000 common shares at a deemed price of $0.10 per share.

When is the Yuzu acquisition expected to close for Datametrex (DTMXF)?

Completion is expected on or about December 17, 2025, subject to TSXV approval and closing conditions.

What will Datametrex use the escrowed private placement proceeds for (DTMXF)?

Proceeds will be released at closing to integrate Yuzu into the technology division and pursue merchant opportunities.

Will any management changes follow the Datametrex acquisition of Yuzu (DTMXF)?

It is anticipated that Michael Kron, current CEO of Firstpayment, will join the board and be COO of Paymetrex.

Does the Yuzu transaction require regulatory or exchange approval for Datametrex (DTMXF)?

Yes, the transaction is subject to customary closing conditions including TSXV approval.