Toronto, Ontario–(Newsfile Corp. – June 29, 2020) – The Mint Corporation (TSXV: MIT) (“Mint” or the “Company“) today announced that it has entered into a shares for debt agreement, pursuant to which the Company proposes to issue 19,918,258 common shares at a deemed price per common share of $0.05 (the “Shares for Debt Settlement“) to satisfy $995,912.87 of indebtedness currently owing to Mobile Telecommunication Group LLC (“MTG“). The indebtedness is pursuant to accrued and unpaid interest on the Series A debentures of the Company held by MTG.
MTG is a wholly-owned subsidiary of Global Business Services for Multimedia (“GBS“), which is a control person of the Company. Accordingly, the Shares for Debt Settlement is a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Holders in Special Transactions (“MI 61-101“). The Company will rely on the exemption from the valuation requirement and the minority approval requirement pursuant to subsections 5.5(a) and 5.7(a) of MI 61-101, respectively, as the securities will not represent more than 25% of the Company’s market capitalization, as determined in accordance with MI 61-101. The participation by MTG in the Shares for Debt Settlement has been approved by directors of the Company who are independent in connection with such transaction.
The Shares for Debt Settlement is subject to the approval of the TSX Venture Exchange. The common shares issued pursuant to the Shares for Debt Settlement will be subject to a four month hold period from the date of issuance.
A material change report will be filed less than 21 days before the closing date of the Shares for Debt Settlement. The Company believes this shorter period is reasonable and necessary in the circumstances as the Company wishes to improve its financial position by reducing its accrued liabilities as soon as possible.
The Mint Corporation through its majority-owned subsidiaries (the “Mint Group“), is a globally certified payments company headquartered in Toronto, Canada with its primary business in Dubai, UAE. The Mint Group provides employers, employees and merchants with best-in-class financial services supported via payroll cards and the feature rich and linked Mint mobile application. Through its mobile enabled payments platform certified globally by MasterCard and UnionPay, Mint brings modern financial conveniences, at reasonable cost, to employers, merchants and consumers.
Certain statements in this news release constitute “forward-looking” statements. These statements relate to future events or our future performance and, in certain cases, can be identified by the use of words such as “estimated” “intends”, “plans”, “expects”, “anticipates”, or variations of such words and phrases as statements that certain actions, events or results “may”, “can”, will”, “might”, “shall”, “would” occur, or the negative forms of any of these words and other similar expressions. Forward-looking statements include the approval of the TSX Venture Exchange of the Shares for Debt Settlement and the filing of a material change report in respect of the Shares for Debt Settlement. All such statements involve substantial known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to vary from those expressed or implied by such forward-looking statements. Forward-looking statements reflect current expectations regarding future events and operating performance and speak only as of the date of this news release. Forward-looking statements involve significant risks and uncertainties, they should not be read as guarantees of future performance or results, and they will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to, the Company satisfying the conditions for TSXV approval of the Shares for Debt Settlement transaction. Although the forward-looking statements contained in this news release are based upon what management of Mint believes are reasonable assumptions on the date of this news release, Mint cannot assure investors that actual results will be consistent with these forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties and other risks detailed from time-to-time in Mint’s ongoing filings with the securities regulatory authorities, which filings can be found at www.sedar.com. These forward-looking statements are made as of the date of this news release and Mint disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, unless required by applicable securities laws.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release
The Mint Corporation
Vishy Karamadam, Chief Executive Officer