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this motion was heard August 5, 2024.
−Removed: The Judge did not make a ruling and is currently reviewing all materials filed in regards to this matter.
−Removed: GREENWICH BUSINESS CAPITAL, LLC
−Removed: On or about September 25, 2019, Usio and Greenwich Business Capital LLC (“GBC”), entered into an Agreement for payment processing services (the “Agreement”).
−Removed: Pursuant to the terms of the Agreement, Usio effectively terminated the Agreement with GBC on October 31, 2023, by providing Greenwich with a 30-days written notice as required by the Agreement.
−Removed: On November 13, 2023, GBC filed lawsuit against Usio, alleging violations of the National Automated Clearing House Association (NACHA) rules in the State of Rhode Island Kent Superior Court.
−Removed: In early March 2024, Usio filed a Motion to Dismiss for improper venue and failure to state a claim.
−Removed: On May 20, 2024, Usio’s Motion to Dismiss was heard in the State of Rhode Island Kent Superior Court.
−Removed: The Judge did not make a ruling and is currently reviewing all materials filed in regards to this matter.
+Added: On March 14, 2025 the motion was denied, with proceedings to continue at a date yet to be determined.
+Added: We have not recorded a contingency in relation to this case, as we consider the risk of loss remote as related to this lawsuit.
On September 1, 2021, KDHM, LLC, an entity owned by the former owners of IMS, sued PDS Acquisition Corp, now known as Usio Output Solutions, Inc., in the 73rd District Court of Bexar County, Texas claiming a breach of the asset purchase agreement executed by the parties on December 14, 2020.
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On May 2, 2024, the court denied Usio’s motion.
−Removed: On July 12, 2024, we filed an appeal on the lower court's decision, which is pending review.
−Removed: We have not recorded a contingency in relation to this case, as we consider the risk of lose remote as related to this lawsuit.
+Added: On July 12, 2024, we filed an appeal on the lower court's decision.
+Added: As part of the July 12, 2024 appeal, Usio was required to obtain a bond in the amount of $474,229.
+Added: See Note 4 for more information.
+Added: On April 2, 2025, the Fourth Court of Appeals reversed the trial court’s judgment and rendered judgement that KDHM should take nothing against Usio on its “money had and received claim.” With respect to the remaining claims, the court remanded back to the lower court.
+Added: On April 11, 2025, KDHM filed a Motion for Reconsideration with the appellate court, which was denied on May 5, 2025.
+Added: We have not recorded a contingency in relation to this case, as we consider the risk of loss remote as related to this lawsuit.
+Added: The Company has an unsecured revolving line of credit with a maximum borrowing capacity of $475,000.
+Added: The facility was established on May 29, 2024, and matures on June 5, 2026.
+Added: As of March 31, 2025, no amounts had been drawn under this line of credit since its origination.
+Added: This line of credit was secured to support the bond requirement in the KDHM lawsuit appeal but remains fully available.
+Added: The Company also has an irrevocable letter of credit in the amount of $474,229, issued on June 3, 2024, with a maturity date of July 3, 2025.
+Added: This letter of credit was obtained as part of the bonding requirement for the KDHM lawsuit appeal and has not been drawn upon since its issuance.
+Added: These credit facilities were arranged to comply with legal requirements related to the Company’s appeal and provide additional liquidity resources if needed.
+Added: Management continues to monitor its financial position and believes that existing cash balances, along with these credit facilities, are sufficient to meet operational needs and legal obligations.
OTHER PROCEEDINGS
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While we believe that such matters are currently not material, there can be no assurance that matters arising in the ordinary course of business for which we are or could become involved in litigation will not have a material adverse effect on our business, financial condition, or results of operations.
−Removed: RISK FACTORS.
−Removed: There have been no material changes from risk factors previously disclosed in the 2023 Annual Report.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.