AtlasClear Acquires Technology Assets from Pacsquare Technologies

AtlasClear Holdings Now Has Fully Owned IP to Cloud-based Front and Middleware Technology

TAMPA, Fla.--(BUSINESS WIRE)--AtlasClear Holdings, Inc. (“AtlasClear Holdings”) (NYSE: ATCH) today announced its acquisition and initiation of the integration into its operations of clearing and settlement code from Pacsquare Technologies, LLC (https://www.pacsquare.com/).

Following the closing of the business combination (the “Business Combination”) between AtlasClear, Inc. (“AtlasClear”) and Quantum FinTech Acquisition Corporation (“Quantum”), AtlasClear entered into and consummated an acquisition agreement with Pacsquare for front and middleware applications (the “Pacsquare Technology”), as contemplated by a previously disclosed letter of agreement between AtlasClear and Pacsquare. The Pacsquare Technology is expected to provide greater customer experience and lead to scalable expansion through its cloud-based technology. Once fully integrated, AtlasClear Holdings believes the Pacsquare Technology will enhance its system modularity and maintainability, making its infrastructure easier to update and more efficient to run, replace, or scale individual components without affecting the entire system.

“We are very excited about the advantages we expect to realize from the acquisition and integration of the Pacsquare Technology,” said Robert McBey, Chief Executive Officer of AtlasClear Holdings. “Once fully integrated, we believe our system cost will be lower, our customers will experience faster adaptability, and our infrastructure will be ready for distributed assets and AI robo-advisory, while allowing expanded risk management for our future portfolio margin offering. The acquisition of the Pacsquare Technology is also expected to allow correspondents of AtlasClear to gather assets by leveraging technology and the latest trading tools and can potentially help set AtlasClear apart by incorporating vertically integrated cloud-native trading solutions and technology.”

For more information on Trading and Clearing solutions, please contact Louis Helsen at lhelsen@wdco.com.

About AtlasClear Holdings, Inc.

AtlasClear Holdings, Inc., plans to build a cutting-edge technology enabled financial services firm that would create a more efficient platform for trading, clearing, settlement and banking of evolving and innovative financial products with a focus on the small and middle market financial services firms. The strategic goal of AtlasClear Holdings is to have a fully vertically integrated suite of cloud-based products including account opening, trade execution, risk management, regulatory reporting and settlement. The team that leads AtlasClear Holdings consists of respected financial services industry veterans that have founded and led other companies in the industry including Penson Clearing, Southwest Securities, NexTrade and Anderen Bank.

About the Financial Technology

The nature of the combined entity is expected to be supported by robust, proven, financial technologies with a full suite that will enable the flow of business and success of the enterprise. The combined entity is expected to have a full exchange platform for a spectrum of financial products. In addition, the combined entity is expected to have a full prime brokerage and, following the completion of the proposed acquisition of Commercial Bancorp of Wyoming (“Commercial Bancorp”), a prime banking platform with complete front-end delivery. The enterprise is anticipated to offer a fixed income risk management platform which can be expanded to a diverse application on financial products.

AtlasClear Holdings is expected to be run by a new digital suite of technologies that became part of the transaction at closing.

About Wilson-Davis & Co., Inc.

Wilson-Davis & Co. Inc. (“Wilson-Davis”) is a full-service correspondent securities broker-dealer. The company is registered with the Securities and Exchange Commission (“SEC”), the Financial Industry Regulatory Authority and the Securities Investor Protection Organization. In addition, Wilson-Davis is a member of DTCC as well as the National Securities Clearing Corporation. Headquartered in Salt Lake City, Utah and Dallas, Texas. Wilson-Davis has been servicing the investment community since 1968, with satellite offices in California, Arizona, Colorado, New York, New Jersey and Florida.

About Commercial Bancorp of Wyoming

Commercial Bancorp is a bank holding company operating through its wholly-owned subsidiary, Farmers State Bank (“FSB”) and has been servicing the local community in Pine Bluffs, WY since 1915. It has focused the majority of its services on private and corporate banking. A member of the Federal Reserve, FSB is expected to be a strategic asset for AtlasClear Holdings’ long-term business model.

Cautionary Statements Regarding Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, that reflect AtlasClear Holdings’ current views with respect to, among other things, the future operations and financial performance of AtlasClear Holdings. Forward-looking statements in this communication may be identified by the use of words such as “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “foreseeable,” “future,” “intend,” “may,” “outlook,” “plan,” “potential,” “proposed” “predict,” “project,” “seek,” “should,” “target,” “trends,” “will,” “would” and similar terms and phrases. Forward-looking statements contained in this communication include, but are not limited to, statements as to (i) AtlasClear’s expectations as to various operational results and market conditions, (ii) AtlasClear’s anticipated growth strategy, including the proposed acquisition of Commercial Bancorp, (iii) anticipated benefits of the transaction and proposed acquisition, (iv) the financial technology of AtlasClear Holdings and (v) the expected benefits of the acquired Pacsquare Technology.

The forward-looking statements contained in this communication are based on the current expectations of AtlasClear Holdings and its management and are subject to risks and uncertainties. No assurance can be given that future developments affecting AtlasClear Holdings will be those that are anticipated. Actual results may differ materially from current expectations due to changes in global, regional or local economic, business, competitive, market, regulatory and other factors, many of which are beyond the control of AtlasClear Holdings. Should one or more of these risks or uncertainties materialize, or should any of the assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Factors that could cause actual results to differ may emerge from time to time, and it is not possible to predict all of them.

Such factors include, but are not limited to: AtlasClear’s inability to successfully integrate, and/or realize the anticipated benefits of, the Pacsquare Technology; the risk that AtlasClear’s acquisition of Commercial Bancorp and its subsidiary bank, FSB, does not close as a result of the failure to satisfy the conditions to closing such acquisition (including, without limitation, the receipt of approval of Commercial Bancorp’s stockholders and receipt of required regulatory approvals); failure to recognize the anticipated benefits of the transaction, which may be affected by, among other things, competition, the ability of AtlasClear Holdings to maintain relationships with customers and suppliers and strategic alliance third parties, and to retain its management and key employees; estimates of AtlasClear Holdings financial performance being materially incorrect predictions; AtlasClear’s failure to complete the proposed acquisition on favorable terms to AtlasClear or at all; AtlasClear Holdings’ inability to integrate, and to realize the benefits of, the proposed acquisition and previous acquisitions; AtlasClear Holdings’ inability to realize the anticipated benefits of the transaction with Pacsquare; changes in general economic or political conditions; changes in the markets that AtlasClear Holdings targets; slowdowns in securities or cryptocurrency trading or shifting demand for trading, clearing and settling financial products; any change in laws applicable to AtlasClear Holdings or any regulatory or judicial interpretation thereof; and other factors, risks and uncertainties, including those that were included under the heading “Risk Factors” in the final proxy statement/prospectus filed with the SEC, and those included under the heading “Risk Factors” in Quantum’s 2022 Form 10-K and its subsequent filings with the SEC. AtlasClear Holdings cautions that the foregoing list of factors is not exhaustive. Any forward-looking statement made in this communication speaks only as of the date hereof. Plans, intentions or expectations disclosed in forward-looking statements may not be achieved and no one should place undue reliance on such forward-looking statements. AtlasClear Holdings does not undertake any obligation to update, revise or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.

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