TORONTO, ONTARIO--(Marketwired - Jan. 15, 2014) -
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.
The Mint Corporation (TSX VENTURE:MIT) ("Mint" or the "Company") is pleased to announce that on January 10, 2014 (the "Second Closing") it completed the private placement of 9,806 subscription receipts (the "Subscription Receipts") in exchange for previously issued debentures of Mint (the "Old Debentures") that had a principal value of approximately $9.8 million. The Second Closing is the second and final tranche of the Company's private placement (the "Private Placement") announced on November 11, 2013. In total, the Company issued 24,827 Subscription Receipts pursuant to the Private Placement.
Portfolio Strategies Securities Inc. acted as agent in the Private Placement.
The Subscription Receipts will automatically convert (the "Conversion") into Series A Debentures of the Company upon the satisfaction of the escrow release conditions (as described Mint's press release of January 3, 2014) for no additional consideration and without any further action by the holder. The Subscription Receipts will convert into Series A Debentures having a principal amount equal to the principal amount of the Old Debentures plus all accrued interest owing on those Old Debentures on the date of Conversion.
The Old Debentures are being held in escrow by Computershare Trust Company of Canada (the "Subscription Receipt Agent"). If the escrow release conditions are not satisfied by May 10, 2014, the Old Debentures will be returned to the subscribers and will continue as obligations of Mint.
The Second Closing did not involve cash proceeds. The subscriber in the Second Closing had subscribed for Subscription Receipts in the first closing and the value of the Old Debentures, when combined with the cash paid in the first closing by the subscriber, represented less than 50% of the total subscription price paid by that subscriber.
No agent commission was paid in connection with this Second Closing. The Subscription Receipts are subject to a hold period expiring on May 11, 2014.
The issuance of securities in the Second Closing is a related party transaction under Multilateral Instrument 61-101 ("MI 61-101") because insiders of the Company subscribed for 9,806 Subscription Receipts. The Company is exempt from the formal valuation requirement and shareholder approval requirement of MI 61-101. A material change report in respect of the Offering will be filed on SEDAR in accordance with applicable securities law. A report could not be filed at least 21 days prior to closing as material information concerning the Private Placement, including insider participation, was not then known by the Company.
The January 3, 2014 press release issued in connection with the first closing erroneously stated that 1,501 Subscription Receipts had been subscribed for by insiders whereas the actual number was 15,001 Subscription Receipts.
Mint is also announcing an agreement with an unsecured creditor whereby Mint, in partial settlement of a debt, plans to issue 150,000 common share purchase warrants with an exercise price of $0.25 and exercisable within three years from the date of issue (the "Warrants"). The issuance of the Warrants is subject to regulatory approval, including approval from the TSX Venture Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to a "U.S. Persons" as such term is defined in Regulation S under the U.S. Securities Act unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from registration is available.
GENERAL DISCLOSURE STATEMENT
Investors are encouraged to read the most recent 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 4 subsidiaries, Mint Middle East LLC, a payroll card services provider; Mint Capital LLC, a financial products distribution company; Mint Global Processing Inc., a fully integrated third party processing platform; and MEPS, a mobile airtime POS and Merchant network solutions business.
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.
For additional information please visit www.mintinc.com.