[b.]PROPOSED AGREEMENT OF SETTLEMENT OF DEBTS if ratified would give life to MIT. Shareholders should agree to the terms so the company can move forward free from crushing debt.
("Mint" or the "Company") announces that the Company and its subsidiaries, Mint Middle East LLC ("MME") and Mint Gateway for Electronic Payments LLC ("MGEPS"), (collectively, MME and MFEPS, shall be referred to as "Mint UAE") have entered into a letter of intent (the "Agreement") with Mobile Telecommunications Group LLC ("MTG") and Global Business Services ("GBS") in connection with a restructuring and repayment arrangement in respect of all outstanding debts owing amongst and as between these entities (the "Proposed Transaction").
As a result, it is anticipated the aggregate amount of the MIT Debts of approximately CAD$30MM will be settled in full on closing of the Proposed Transaction by way of a cash payment in the aggregate amount of USD$10MM (the "MIT Debt Settlement").
The Proposed Transaction is subject to the parties entering into a definitive agreement which shall contain such representations, warranties and closing conditions as customary for a transaction of this nature. The closing date of the Proposed Transaction is September 30, 2021 or such other date as agreed to by the Parties and is subject to certain conditions, including (without limitation), approval of the board of directors of each of the Parties and the shareholders of the Company, approval of the TSX Venture Exchange ("TSXV") and any other regulatory and third party approvals as may be required in the United Arab Emirates.
There can be no assurance that the Proposed Transaction will be completed.
Shareholder Approval
The Proposed Transaction is considered a "related party transaction" for purposes of Multilateral Instrument 61-101 ? Protection of Minority Security Holders in Special Transactions ("MI 61-101") and Policy 5.9 ? Protection of Minority Security Holders in Special Transactions of the TSX Venture Exchange ("TSXV") as GBS and MTG and their affiliates beneficially own approximately, 59% of the issued and outstanding common shares of the Company.As a result,minority shareholder approval pursuant to MI 61-101 will be required for the Proposed Transaction which will be voted on at a special shareholders meeting to be held in the summer of 2021 pursuant to a notice of meeting to be issued by way of a further press release or posting on SEDAR.
Vishy Karamadam, CEO of The Mint Corporation commented: "The Proposed Transaction if completed would represent a significant restructuring of the Company as it would effectively leave the Company debt-free and position the Company well to execute the business strategy and enhance shareholder value."
