Hire Technologies Announces Entry Into Definitive Agreement To Sell Provision Business

TORONTO, ON / ACCESSWIRE / August 1, 2023 / HIRE Technologies Inc. (TSXV:HIRE.V) (OTC PINK:HIRRF) ("HIRE" or the "Company"), announces that it has entered into a definitive share purchase agreement (the "Purchase Agreement") dated July 31, 2023 to sell its Provision business unit (the "Transaction") to Design Group Staffing Inc. (the "Purchaser"), an arm's length private company operating in the recruitment industry, for the cash purchase price of CAD$4,500,000 (the "Purchase Price"), subject to a holdback and purchase price adjustment, as described below. Under the Purchase Agreement entered into by and among HIRE, the Purchaser, and BTG Holdco Inc., a wholly-owned subsidiary of HIRE which holds all of the issued and outstanding shares of Provision (the "Provision Shares"), the Purchaser will acquire all of the Provision Shares.

The completion of the Transaction is subject to a number of closing conditions, including, but not limited to: (i) the approval of the Company's shareholders of the Transaction by special resolution, as it may constitute a disposition of all or substantially all of the Company's assets; (ii) the receipt of all necessary consents, approvals, and authorizations (including those required by the TSX Venture Exchange) for the Transaction; and (iii) other conditions which are customary for a transaction of this type.

The board of directors of each of HIRE and the Purchaser has unanimously approved the Purchase Agreement, and notice of a special HIRE shareholder meeting and a detailed management information circular will be forthcoming. There will be no finder's fees payable in connection with the Transaction. The Company plans to use the proceeds realized from the Transaction to extinguish certain current debt and liabilities and for general working capital.

In connection with the Transaction, the Company and the Purchaser entered into support and voting agreements with certain current directors and executive officers of the Company who hold shares (the "Supporting Shareholders"), pursuant to which the Supporting Shareholders have agreed, among other things, to vote the shares held by them in favour of the Transaction. The Supporting Shareholders hold approximately 11.01% of the issued and outstanding shares of the Company.