On August 26, 2025, a non-binding memorandum of understanding (MoU) was signed between WeSure Global Tech and Technology Insurance Company Inc. (TIC), a subsidiary of the American insurance group AmTrust. This follows the July report on WeSure Technologies USA (WUS) signing an agreement with Hourly, Inc. to acquire 100% of Hourly’s issued and outstanding share capital.
The report notes that AmTrust Group is an interested party in the company, currently holding about 15% of the company’s issued and outstanding share capital and about 30% of the issued and outstanding share capital of its subsidiary.
According to the MoU, subject to signing a binding agreement between the parties, AmTrust will join the Hourly deal and, in return for receiving 22.5% of WUS’s fully diluted share capital after the completion of the Hourly acquisition, will undertake the following actions:
1.AmTrust will invest USD 3.5 million in cash in WUS.
2.AmTrust will transfer to WUS all of its holdings in WUD (30% of WUD’s issued and outstanding share capital), so that following the completion of the investment, WUS will hold 100% of WUD’s issued and outstanding share capital.
3.AmTrust will transfer to WUS all its rights in Media Data Solutions LLC – a fully owned U.S. company operating in the payroll management sector, where Hourly is also active.
If the deal is completed, WUS’s shareholding structure will be updated accordingly: the company will hold about 39.5% of the share capital and remain the controlling shareholder, Hourly’s current shareholders (including several leading investment funds) will hold about 38%, and AmTrust will hold about 22.5% of the share capital (all figures on a fully diluted basis).
*The investment is subject to several key conditions, to be carried out in parallel:
* Completion of the Hourly merger deal, including a USD 5 million investment in Hourly by WUS.
* Completion of a USD 5 million investment by several of Hourly’s leading investors (six investment funds) before the merger.
* Clarification of WUS’s rights under the Rights Clarification Document, as defined, regarding the core system and its related portals, as well as the operation of insurance agencies in the U.S.
According to the MoU, AmTrust will be entitled to certain rights in WUS as detailed in the MoU, such as: the right to appoint a director to WUS’s board, tag-along rights, preemptive rights, access to information, and more. As long as AmTrust holds 15% of WUS’s share capital or directly/indirectly holds 20% of WUS’s share capital and maintains operational or managerial control in WUS or its U.S. subsidiaries, it will have veto rights over certain board decisions, including amendments to the bylaws, entry into new business areas, engaging in competing activities in the U.S. commercial P&C insurance market, internal structural changes in WUS or its subsidiaries not carried out through WUS, as well as taking on debt or providing guarantees above a certain threshold.
Additionally, it was agreed that AmTrust will not be diluted in future equity or debt raises until December 31, 2026, except for capital raises for acquisitions and mergers carried out by WUS.
It should be noted that the signing of the MoU does not, at this stage, obligate the parties to enter into a binding agreement or transaction, and is intended solely for negotiation purposes. Completion of the transaction is subject, among other things, to the terms agreed upon in the MoU, which will be included in a binding agreement, as well as to the fulfillment of customary conditions precedent.
In accordance with developments, the company will issue further immediate reports as required by law, including the execution of a binding agreement and its terms. The information regarding the company’s assessments in connection with the negotiation process is forward-looking information.
About Hourly
Hourly is transforming the payroll industry with real-time data and automation. From business owners to accountants and employees, traditional payroll systems rely on manual data entry and outdated information. By using Hourly, business owners can see their exact labor costs and run payroll with a single click. Employees can clock in and out from their phones, while managers get instant visibility into time tracking and project costs. With seamless tax filings, integrated workers’ comp, and same-day direct deposit, it’s a complete solution that saves time and money for everyone.
