The Mint Corporation

The Mint Corporation

May 29, 2015 16:04 ET

Mint Announces Private Placement

TORONTO, ONTARIO--(Marketwired - May 29, 2015) -


The Mint Corporation (TSX VENTURE:MIT) ("MIT" or the "Company") announces that it proposes to raise (a) a minimum of $10,000,000 and a maximum of $20,000,000 through the sale of Series C Debentures (the "Debentures") at par on a brokered private placement basis, and (b) a minimum of $1,000,000 and a maximum of $2,000,000 from the sale of units (the "Units") on a non-brokered basis.

Debenture Offering

Interest on the Debentures will be 5.5% per annum, payable quarterly in arrears. The Debentures will come due on the third anniversary of closing. The Debentures will be secured against the assets of Mint, the assets of Mint's United Arab Emirate wholly-owned subsidiary Mint Capital LLC, and all of the shares in Mint Gateway for Electronic Payment Services LLC, a company 49% owned by Mint Capital LLC.

The Company has engaged Portfolio Strategies Securities Inc. (the "Agent") to act as agent for the Debenture offering on a commercially reasonable efforts basis. The Agent will receive a cash commission of 3% of the gross proceeds raised in the offering. In addition, the Agent will receive (a) 500,000 broker warrants if the amount raised is less than $15 million, (b) 750,000 broker warrants if the amount raised is between $15 million and $20 million, and (c) 1,000,000 broker warrants if the amount raised is $20 million. Each broker warrant will be exercisable for one common share of the Corporation at a price of $0.05 per share for a period of 36 months from the closing of the offering. The Corporation has also agreed to pay the Agent a work fee of $25,000.

The net proceeds of the Debenture offering will be used (a) to complete the payments processing platform now being built by Mint Gateway for Electronic Payment Services LLC, and (b) for working capital purposes.

As a condition of the Debenture offering, Mint has committed to raise a minimum of $1,500,000 from the issuance of common equity or debt ranking subordinate to the Series C Debentures prior to or contemporaneous with the closing of the Debenture offering.

The Debenture offering is expected to close on or about June 4, 2015.

Unit Offering

The Unit offering is intended to satisfy the condition of the Debenture offering described above. Each Unit will consist of one common share of Mint and one-half of one common shares purchase warrant. Each warrant will be exercisable for one common share at an exercise price of $0.05 during the 18 months following the first closing.

The Unit offering will be completed in one or more closings, the first of which will occur prior to or contemporaneously with the closing of the Debenture offering. The closing of the Unit offering is subject to stock exchange approval.

The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements. This news release does not constitute an offer to sell or the solicitation of any offer to buy nor will there be any sale of these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such province, state or jurisdiction.

Forward Looking Statements

This press release contains forward-looking statements. More particularly, this press release contains statements which include the timing of closing the Debenture offering and the Unit offering, the anticipated use of proceeds and the receipt of the required approvals. The forward-looking statements are based on certain expectations and assumptions made by Mint. Although Mint believes that those expectations and assumptions are reasonable, undue reliance should not be placed on the forward-looking statements because Mint can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those anticipated due to a number of factors and risks. In addition to other risks, the closing of the offering could be delayed if Mint is not able to obtain necessary approvals when planned and the offering will not be completed at all if approvals are not obtained or some other condition to the closing is not satisfied. Accordingly, there is a risk that the offering will not be completed within the anticipated time or at all. The intended use of the proceeds of the offering by Mint might change if Mint determines that it would be in the best interests of Mint to use the proceeds for some other purpose. The forward-looking statements contained in this press release are made as of the date hereof. Mint disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required under applicable securities laws.

General Disclosure Statement

Investors are encouraged to read the Management Discussion and Analysis Documents filed on SEDAR for a description of additional risks associated with investing in the Company. The following statement is only intended to inform investors on certain of the many risks associated with investing in the Company. The Company operates predominantly in the Middle East and North Africa ("MENA"). It is accordingly exposed to significant political, legal and regulatory risks associated with operating in these emerging and volatile markets. The key management personnel and operations of the Company are based in countries which do not have strong and reliable judicial enforcement. This results directly in additional risk with respect to the enforcement of legal and contractual rights, including, for example but without limitation, the enforcement of the rights of creditors, the protection of intellectual property rights, the enforcement of joint venture arrangements, and binding key employees with non-compete agreements. Since inception, the Company has not reached profitability. The Company relies heavily on high-cost, debt financing to fund its business plan. This has exposed the Company to unique financial risks associated with significantly higher than normal debt levels. Investors in the company are strongly encouraged to be aware of the significant risks of the company, to conduct additional due diligence and to seek the help of a licensed investment advisor before considering to invest in securities of the Company. Moreover, investors must be aware that the purchase of the Company's securities involves a number of additional significant risks and uncertainties, as disclosed in the Management Discussion and Analysis reports filed on SEDAR by the Company. Investors considering purchasing securities of the Company should be able to bear the economic risk of total loss of such investment.

About The Mint Corporation

Established in 2004, Mint is the world's first vertically integrated prepaid card and payroll services provider with its own ATM network, payment processing platform and proprietary branded card product delivered to workers in the United Arab Emirates and expanding to other parts of the Middle East. Mint operates through its subsidiary, Mint Middle East LLC, payroll card services provider in UAE.

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.

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