8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  August 19, 2019

USIO, INC.

(Exact name of registrant as specified in its charter)

Nevada	000-30152	98-0190072
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

3611 Paesanos Parkway, Suite 300, San Antonio, TX	78231
(Address of principal executive offices)	(Zip Code)

(210) 249-4100

(Registrant’s telephone number, including area code)

Payment Data Systems, Inc.

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common stock, par value $0.001 per share	USIO	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 7.01 Regulation FD Disclosure.

Attached is the updated investor presentation for certain investor conferences on August 21 and 22, 2019. The presentation materials are furnished hereto as Exhibit 99.1.

This report contains forward-looking statements. Forward-looking statements include, but are not limited to, statements that express our intentions, beliefs, expectations, strategies, predictions or any other statements related to its future activities or future events or conditions. The words “continue,” “will,” “bring,” “believe,” “estimate,” “expect,” “intend,” “plan,” “expand,” “should,” “likely,” and similar expressions as they relate to us or our management are intended to identify these forward-looking statements. These statements are based on current expectations, estimates and projections about our business based, in part, on assumptions made by management. These statements are not guarantees of future performances and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in the forward-looking statements due to numerous factors, including risks related to the realization of the opportunities from the Singular acquisition, management of our growth, the loss of key resellers, the relationships with the Automated Clearinghouse network, bank sponsors, third-party card processing providers and merchants, the loss of key personnel, growing competition in the electronic commerce market, the security of the Company’s software, hardware and information, and compliance with complex federal, state and local laws and regulations, and other risks detailed from time to time in its filings with the SEC, including those risks discussed in the Company’s Annual Report on Form 10-K and in other documents that we file from time to time with the SEC. Any forward-looking statement speaks only as of the date as of which such statement is made, and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances, including unanticipated events, after the date as of which such statement was made.

Item 9.01    Financial Statements and Exhibits.

99.1* Investor Presentation as of August 19, 2019.

* The information filed as Exhibit 99.1 to this Current Report on Form 8-K is being furnished in accordance with Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities imposed by that Section. Such information shall not be incorporated by reference into any registration statement or other document or filing under the Securities Act of 1933, as amended, except as may be expressly set forth in a specific filing.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

USIO, INC.

Date: August 19, 2019

By:    /s/ Louis A. Hoch

Name:     Louis A. Hoch

Title: Chief Executive Officer and President

EX-99.1

investor PRESENTATION usio.com 8/19/2019 Payment Data Systems | paymentdata.com 1

Forward Looking Statements These slides and any accompanying oral presentation contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. These forward-looking statements are identified by the use of words such as “believe,” “expect,” “prepare,” “anticipate,” “target,” “launch,” and “create,” or similar expressions including statements about commercial operations, technology progress, growth and future financial performance of Payment Data Systems, Inc. and its subsidiaries (the “Company”). Forward-looking statements in this presentation are subject to certain risks and uncertainties inherent in the Company’s business that could cause actual results to vary, including such risks that the Company’s security applications may be insufficient; the Company’s ability to adapt to rapid technological change; adverse effects on the Company’s relationships with Automated Clearing House, bank sponsors and credit card associations; the Company’s ability to comply with federal or state regulations; the Company’s exposure to credit risks, data breaches, fraud or software failures, and other risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission including its annual report on Form 10-K for the year ended December 31, 2018. One or more of these factors have affected, and in the future could affect, the Company’s businesses and financial results and could cause actual results to differ materially from plans and projections. All forward-looking statements made in this release are based on information presently available to the Company’s management. The Company disclaims any obligation to update these forward-looking statements, except as required by law. This presentation contains statistics and other data that has been obtained from or compiled from information made available by third parties service providers. The Company has not independently verified such statistics or data. The information presented in this presentation is as of July 16, 2019 unless indicated otherwise. 2

Our Timeline 3

Intro Video 4

Our Story Fusion Our name, Usio, represents the f”usio”n of many products, many services, many incredible people and the infinite possibilities created through our innovative payments technology. Evolution The evolution of our business into a leading FinTech platform has vastly accelerated over the last several years. We now offer solutions covering processing needs from card issuing to merchant acquiring and operate interfaces ranging from mobile apps to application programming interfaces. The Brand This fresh new brand identity will help better position the company and more effectively communicate our industry-leading value proposition to our numerous constituencies. 5

Volume & Transactions Per Year $3500 14 $3,300 $3,400 $3000 12 $2,978 $2,916 Over $3.4 billion dollars $2,830 $2500 10 and 13 million transactions $2000 8 processed in 2018. $1500 6 Transactions Volume (Volume in millions) in (Volume $1000 4 (transactions in millions) in (transactions $630 $500 2 $0 Payment Data Systems | paymentdata.com 0 2013 2014 2015 2016 2017 2018 Revenue $25 30 $20 25 31% CAGR 2013-2018 $15 20 Revenue $10 * 15 ($ millions) ($ * 2016 top line revenue decreased due to a client selling a portion of $5 10 their merchant processing. $- 5 2013 2014 2015 2016 2017 2018 6

Investing in Growth Opportunities PAYMENT FACILITATION ACH PROCESSING growth engine Enhancing the Our cash cow funds high- value of our growth initiatives, including Payment Facilitation platform and and Prepaid. partnerships. PREPAID CARD ISSUANCE growth engine 7

GrowthStrategies Organic Strategic M&A Customer acquisition achieved through the execution of the Opportunistically seek acquisition candidates that meet following strategies: any or all of the following criteria: 1. ACH – Continue to expand reach in niche verticals for ACH 1. Acquire companies that have complimentary or (lending, mortgage, insurance, etc.) differentiated products or services 2. Prepaid – focus on B2B payments for a number of corporate 2. Acquire companies that provide for expanded disbursement solutions and virtual card issuing solutions distribution 3. Payment Facilitation – Leverage payment facilitation platform 3. Acquire companies that provide positive cash flow to establish strategic partnerships with ISV’s in low-risk, bill- centric verticals that represent favorable metrics 8

ACH Platform Record Processing Volume Highest annual volume in 2018 Multiple Originating Depository Financial Institutions Only Broad-Industry focused NACHA Certified sender More Funding Control Same Day Funding & Late Cutoff 9

Prepaid Card Services Per Diems, Corporate Expense Management, Contractor Payments Sample of Current Customers Sales Incentives, Employee Appreciation, Rewards Programs Loan/Funds Disbursements, Insurance Payments, Unique Forms of Compensation (medical trials, etc.) Refunds, Rebates, Claims – Disperse funds prior to the liability associated with escheatment responsibilities. Akimbo, a general purpose reloadable card solution for consumers. 10

Innovative Digital Platform in Action 11

The Evolution of Payments 12

Payment Facilitation TIME CONSUMING Becoming a PayFac can take years to develop It requires a significant FINANCIAL INVESTMENT EXPERTISE in financial technology and payments is required RISK & COMPLIANCE fraud detection, legal & the regulatory issues, data security and other complexities have to Cha enge be mitigated 13

We address the pain points associated with accessing merchant services through our leveraged distribution model. Step 1 – Remove the many players Reseller Sales Organization Payment Gateway Bank Step 2 – Eliminate friction Pick a gateway This can and control outcome Pick a processor take up to Engage salespeople 4 Weeks Negotiate processing rates Software Clients Complete an extensive paper application Merchants Go through credit underwriting Software Find an ACH vendor and contract separately Company Processor must send credentials to software provider The software provider must activate the merchant account, the final step of this unnecessarily laborious process. Traditional 1:1 Model 14

We participate in the fastest growing segment of the payments sector *According to Boston Consulting Group’s “Global Payments: The Interactive Edition” 15

PayFac-in-a-BoxTM Solutionthe SPEED We streamline the entire process, allowing software companies to start 1 monetizing payments in a meaningful way within 30 Days EASE We provide the most direct, and shortest path to revenue through our 2 PayFac-in-a-Box Integration Layer. EXPERTISE Our software partners leverage our expertise to solve for operational, risk, 3 compliance and associated complexities of the payments industry. 16

Entering the Payment Revenue Cycle < 30 Leverage Usio Days Operational to enter payment Infrastructure revenue cycle Integration Layer ISV - Contracting - Onboarding Card ACH Prepaid Data & - Underwriting Processing Processing Services Reporting - Access Account 17

Path to Revenue -Illustration 1,000 Merchants = $60,000,000 volume Sample ISV = 10 ISV’s = $600,000,000 volume 1,000 Merchants Top Line Revenue @ 2.79% $16.7mm Net Revenue @ .50% Spread - $3mm Assumptions: Annual Merchant Volume: $60,000 ISV Annual Merchant Volume: $60mm Processing Fee: 2.79% 18

APPENDIX

Investor Highlights Share Price $2.61 08/16/2019 52-week $1.38 range $3.82 Cash $ 3.3m Shares outstanding 16.85 m Debt $ 0 Market Cap $44.0m 20

Income Statement Highlights Annual Revenue 2017 $14.6 MILLION Annual Revenue 2018 $5.6 Adjusted EBITDA Gross Profit 2018 2018 $(0.6) $25.0 2017 $(0.6) MILLION $3.8 Gross Profit 2017 21

Non - GAAP 8/19/2019 22