TORONTO, ONTARIO--(Marketwire - Sept. 11, 2012) -
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.
Mint Technology Corp. (TSX VENTURE:MIT) ("Mint" or the "Company") is pleased to announce that it has filed a preliminary prospectus in connection with a public offering (the "Offering") of a minimum of 10,000 units (the "Units") and a maximum of 15,000 Units at a price of $1,000 per Unit, for gross proceeds of not less than $10,000,000 and not more than $15,000,000. Each Unit consists of $1,000 of secured 12% interest bearing debentures and 400 common shares (the "Shares") of the Company.
The proceeds from the Offering will be used to complete the purchase of Speed Remit, to provide additional settlement capital to Speed Remit, to provide inventory capital for ePAY and as working capital. The proposed purchase of Speed Remit was announced on August 20, 2012 and the closing of the purchase of ePAY was announced on July 18, 2012.
Portfolio Strategies Securities Inc. (the "Agent") has agreed to act as agent in connection with this prospectus Offering on a best efforts basis. Mint has agreed to pay the Agent a cash commission equal to 3% of the gross proceeds of the Offering (adjusted to 1% in the case of investors on the President's List). The Agent will receive a work fee of $35,000 in connection with the Offering. Mint has also agreed to issue Shares to the Agent (the "Agent's Shares") equal to 2% of the gross proceeds of the Offering (adjusted to 0.5% in the case of Units sold to investors on the President's List). The price per Agent's Share will be the greater of (i) the 45 day volume weighted average trading price of the Shares on the date of closing, and (ii) the minimum price permitted by the TSX Venture Exchange.
Mint also announces that it intends to complete a private placement of units to raise up to $5,000,000 (the "Private Placement"). That Private Placement consists of a brokered private placement lead by the Agent of up to CAD$3,500,000 of units (the "CAD Units") and a non brokered private placement of up to USD$1,000,000 of units (the "USD Units"). Each CAD Unit is offered at CAD$1.00 and consists of CAD$1.00 of secured 12% debentures, together with 0.5 common share of Mint. Each USD Unit is offered at USD$1.00 and consists of USD$1.00 of secured 12% debentures, together with 0.5 common share of Mint. The CAD Debentures and USD Debentures will mature 2 years from closing.
The Agent has agreed to act as agent in connection with the offering of CAD Units on a best efforts basis. Mint has agreed to pay a cash commission equal to 3% of the gross proceeds from the sale of CAD Units to investors introduced by the Agent (adjusted to 1.5% in the case of investors not introduced by the Agent). Mint has also agreed to issue Shares to the Agent (the "Agent's Private Placement Shares") equal to 2% of the gross proceeds from the sale of CAD Units to investors introduced by the Agent (adjusted to 0.5% in the case of investors not introduced by the Agent). The price per Agent's Private Placement Share will be the greater of (i) the 45 day volume weighted average trading price of the Shares on the date of closing, and (ii) the minimum price permitted by the TSX Venture Exchange.
The proceeds from the Private Placement will be used for working capital and, if required, to settle a portion of the purchase price for Speed Remit.
The Offering and the Private Placement are subject to regulatory approval, including stock exchange approval.
Speed Remit is a money transfer service with offices in the United Kingdom and the United Arab Emirates ("UAE"). Mint offers a payroll card to predominantly foreign workers in the UAE and those foreign workers use money transfer services to send a portion of their wages back to their home country. Mint has agreed to pay USD$6.5 million to purchase Speed Remit, plus USD$500,000 in repayment of Speed Remit debt. USD$1.5 million of the purchase price is payable nine months from closing of the purchase. Mint has agreed to issue a secured debenture to the sellers as security for this deferred payment amount.
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.
Certain statements in this news release constitute "forward-looking" statements. These statements relate to future events or our future performance. Forward looking statements include the forecasted amount of remittances Mint expects to do and the percentage of take-up rate by Mint's current cardholder base. All such statements involve substantial known and unknown risks, uncertainties and other factors which may cause the actual results to vary from those expressed or implied by such forward-looking statements, including the risk that the Company may not receive all necessary approvals to proceed with those transactions, the risk that there may be insufficient demand for the securities being offered and the risk that the purchase of Speed Remit may fail to close if all conditions of closing are not met. 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. Actual results could differ materially from those anticipated due to a number of factors and risks. 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. The forward-looking statements contained in this press release are made as of the date hereof and 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 regulations.
ABOUT MINT TECHNOLOGY CORP
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 ePAY, a mobile airtime POS and Merchant network solutions business. Mint has 108 employees in 8 offices in UAE (3), Qatar, Jordan, Egypt, USA and Canada where Mint is listed on the TSX Venture Exchange: MIT.
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.