TrustBIX Inc. Announces Letter of Intent to Acquire 100% of Output Provider Solutions Inc.

Executive Summary

• TrustBIX Inc. announced a non‑binding Letter of Intent to acquire 100 % of Output Provider Solutions Inc. (“OPS”).
• Consideration will be up to 5,000,000 units, each consisting of one common share and one warrant to purchase an additional share at $0.08 for two years.
• The transaction is expected to close on or before February 27 2026, subject to due‑diligence, board and regulatory approvals; OPS CEO Paris Lee will remain President post‑closing.

Key Details

• Target: Output Provider Solutions Inc., a private technology services firm serving Canada, the U.S., the U.K., and Australia.
• Consideration Structure: Up to 5,000,000 units of TrustBIX; each unit = 1 common share + 1 warrant (exercise price $0.08, two‑year term).
• Closing Conditions: Completion of definitive agreement, satisfactory due‑diligence, board approvals of both parties, TSX Venture Exchange and other third‑party consents.
• Timeline: LOI dated February 5 2026; parties aim to execute a definitive agreement by February 27 2026.
• Management Continuity: Paris Lee (CEO of OPS) will continue as President of OPS, reporting to TrustBIX CEO Hubert Lau and overseeing revenue growth, client delivery, and unit performance.
• Strategic Rationale: Acquisition intended to strengthen TrustBIX’s technology platform and expand its capacity within the agriculture and agri‑food ecosystem.
• No Finder’s Fee: No finder's fee is expected in connection with the proposed transaction.

Notable Quotes

“Building on TrustBIX's previously announced technology platform strategy, this acquisition will strengthen its platform and expand TrustBIX's capacity to deliver value‑added products and services across the agriculture and agri‑food ecosystem.” – Hubert Lau, CEO, TrustBIX

“Joining TrustBIX will accelerate OPS's momentum. This acquisition will give us the scale to grow faster and serve our customers even better.” – Paris Lee, CEO, OPS