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Priority Holdings, LLC Completes Combination with M I Acquisitions, Inc.

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Priority Holdings, LLC Completes Combination with M I Acquisitions, Inc.

Combined Company to be Named Priority Technology Holdings, Inc.

PR Newswire

ALPHARETTA, Ga. and NEW YORK, July 26, 2018 /PRNewswire/ -- Priority Holdings, LLC ("Priority" or the "Company"), a leading provider of B2C and B2B payment processing solutions, and M I Acquisitions, Inc. (NASDAQ:MACQU, MACQ, MACQW, ", M I", )), a Magna-sponsored special purpose acquisition company, announced today that they have completed their previously announced business combination. The business combination was approved at a special meeting of M I stockholders on July 19, 2018.  Over 99% of the shares voted at the M I special meeting voted in favor of the transaction with Priority, and approximately 99.9% of the cash remaining in M I's Trust Account following the June 19, 2018 extension remained in trust and available to the Company at closing1.  In connection with the transaction, the combined company will be renamed Priority Technology Holdings, Inc., and its common stock, units and warrants will trade on NASDAQ under the symbols "PRTH", "PRTHU" and "PRTHW", respectively, beginning tomorrow, July 27, 2018.  Becoming a public company via the transaction is a fundamental element in Priority's growth strategy.

Thomas C. Priore, Executive Chairman of Priority Technology Holdings, Inc. stated, "We are excited to achieve this milestone and welcome our new shareholder partners. Adding a public currency to our capital structure positions Priority's consumer and B2B payments business units to capitalize on the scalability of our payment technology as a consolidating operating platform for payments and payment enabled software companies. Having committed all of our equity to this growth strategy, we are highly aligned with our new shareholders."

Josh Sason, Chairman and CEO of M I Acquisitions commented "Priority's leadership has done a phenomenal job creating one of the leading payment processing companies in the U.S.  Tom and his team have been exceptional partners throughout this process and we look forward to Priority building on their legacy of success as a public company."

Priority Highlights:

  • Founded in 2005, Priority is a leading provider of consumer and commercial payment solutions, processing over $39 billion of electronic payments in 2017
  • Since 2015, Priority has grown pro forma net revenue at a 14% compound annual growth rate
  • Currently, Priority is the 6th largest non-bank merchant acquirer in the United States.2
  • Differentiated through purpose-built technology, including:
    • MX platform for B2C payments provides merchants a fully customizable suite of business management solutions
    • CPX platform for B2B payments, including CPX Gateway, provides businesses a complete suite of AP automation and electronic payment options to digitize commercial payments
  • Recurring, transaction-based revenue
  • Attractive track record, with multiple avenues for future growth:
    • Organic: inherent growth of B2C and B2B electronic payments growth; new clients; new products and services
    • Accretive acquisitions
  • Led by payment and technology industry veterans

Advisors

Cowen and Company acted as exclusive strategic and financial advisor to Priority Holdings, LLC; Chardan acted as exclusive advisor to M I; Schulte Roth & Zabel LLP acted as legal counsel to Priority; Loeb & Loeb LLP acted as legal counsel to M I.

About M I Acquisitions:

M I was formed for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities sponsored by NY-based investment firm, Magna.  In September 2016, M I consummated a $54.7 million initial public offering of 5.73 million units, each unit consisting of one share of common stock and one redeemable common stock purchase warrant, at a price of $10.00 per unit.

About Priority Holdings, LLC:

With headquarters in Alpharetta, GA, Priority is one of the fastest growing payments companies in the U.S. The Company was founded in 2005, with a mission to build a merchant inspired payments platform that would advance the goals of its SMB and enterprise business partners. Processing over $39 billion of payment volume in 2017, Priority is currently the 6th largest non-bank merchant acquirer in the United States.3

Important Notice Regarding Forward-Looking Statements and Non-GAAP Measures

This press release contains certain "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about the transaction between M I and the Company and the transactions contemplated thereby, and the parties perspectives and expectations, are forward looking statements. Such statements include, but are not limited to, statements regarding the transaction, the benefits of the transaction, integration plans, expected synergies and revenue opportunities, anticipated future financial and operating performance and results, including estimates for growth, and the expected management and governance of the combined company. The words "expect," "believe," "estimate," "intend," "plan" and similar expressions indicate forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to various risks and uncertainties, assumptions (including assumptions about general economic, market, industry and operational factors), known or unknown, which could cause the actual results to vary materially from those indicated or anticipated.

Such risks and uncertainties include, but are not limited to: (i) risks related to the ability of M I and Priority to successfully integrate the businesses; (ii) the risk that there may be a material adverse change with respect to the financial position, performance, operations or prospects of  Priority; (iii) risks related to disruption of management time from ongoing business operations; (iv) the risk that any announcements relating to the transaction could have adverse effects on the market price of the combined company's common stock; (v) risks related to successfully integrating the businesses of the companies, which may result in the combined company not operating as effectively and efficiently as expected; and (vi) the risk that the combined company may be unable to achieve cost-cutting synergies or it may take longer than expected to achieve those synergies.

1 Relative to shares issued at the MACQ IPO, approximately 93% of shares remain outstanding.
2 Source: The Nilson Report.
3 Source: The Nilson Report.

Christopher S. Prince
Priority Payment Systems
eMail: chris@pps.io

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SOURCE M I Acquisitions, Inc.; Priority Technology Holdings, Inc.

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