The company must reduce its debt to maintain its existence. At least this transaction goes into strong friendly hands
("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.]
