CANADA'S EMERGING DIVERSIFIED FINANCIAL SERVICE PLATFORM
NOTICE
KALMA CAPITAL CORP. AND WESTSPHERE SYSTEMS INC. ANNOUNCE LETTER OF INTENT FOR PROPOSED TSXV QUALIFYING TRANSACTION
Westsphere Systems Inc.
Background Business Information
Canadian wholly owned and established in 2018 as an acquiring member of the Interac Association in the fall of 2008 and a founding shareholder of Interac Inc. Westsphere Systems Inc. provides electronic payment services and cash dispensing services for cash withdrawals at automated banking machines along with a suite of comprehensive, innovative and integrated payments solutions and services for small/medium enterprises (SMEs) across Canada.
INTERAC Corp.
Corporate Relationship Overview
Since 2008 Westsphere Systems Inc. as a longtime Acquiring member of Interac Association established itself as one of 41 Founding Shareholders of Interac Corp in 2018. Interac® branded products and services are currently offered by the Interac Corp. a Canadian interbank network that links financial institutions and other enterprises for the purpose of exchanging electronic financial transactions. Interac serves as the Canadian debit card system, with over 59,000 automated teller machines that can be accessed through the Interac network in Canada, and over 450,000 merchant locations accepting Interac debit payments.
The network was launched in 1984 through the non-profit Interac Association, a cooperative venture between five financial institutions: RBC, CIBC, Scotiabank, TD, and Desjardins; by 2010, there were over 80 member organizations. The group founded a for-profit counterpart organization, Acxsys, in 1996, which launched additional Interac-branded services including e-transfers. Following several aborted merger attempts which were either blocked by the Competition Bureau or by some of the co-owners between 2008 and 2013, Interac and Acxsys were combined into a single for-profit organization, Interac Corp. on 1 February 2018. Interac Corp consists of 41 founding shareholders which includes Westsphere Systems Inc.
canadian resource capital corp.
Corporate Relationship Overview
Westsphere Systems Inc.’s ('WSI") is the original Founding Shareholder of Canadian Resource Capital Corp. ("CRCC") currently holding 46% of the current issued and outstanding common shares of CRCC and maintains contractual rights that may permit the acquisition of additonal ownership interest over time. Management's objective is to increase WSI's ownership position to approximately 66% and ultimately to 100% ownership within two years, subject to regulatory approvals, financing availability, commercial negotiations and the satisfaction of applicable contractual conditions. The phased acquisition strategy is intended to provide WSI with increasing participation in CRCC's future growth while aligning shareholder interests with the successful development of the institution.
CRCC has been for numerous years, and is, pursuing the development of a federally regulated Canadian financial institution focused on serving specialized and underserved segments of the Canadian economy. The institution's strategic mandate includes supporting Indigenous communities, Indigenous entrepreneurs, resource-sector participants, small and medium-sized enterprises, and other customer groups that may benefit from relationship-based banking solutions, specialized industry expertise and enhanced access to financial services.
CRBank is a wholly owned subsidiary of CRCC, created to operate as a federally regulated financial institution (“FRFI”). Its mandate is to provide essential banking services—including personal banking, chequing and savings accounts, payment services, and related financial products—to underserved and underbanked segments of the Canadian population.
CRBank's primary market is Indigenous communities, with a particular focus on individuals and families living on or near reserve lands where access to mainstream banking services remains limited. Its secondary market comprises newcomers to Canada, including international students and temporary foreign workers, many of whom encounter barriers in accessing basic financial services during their transition to Canada.
Through this structure, CRCC intends to address longstanding gaps in financial inclusion by deploying a modern, technology-driven banking model anchored in accessibility, community partnership, and responsible innovation.
