Mint Enters Into Definitive Debt Restructuring Agreement To Reduce Its Debt By $39 Million

TORONTO, March 01, 2018 — The Mint Corporation (TSX-V:MIT) (“Mint” or the “Company“) announces that it has executed a definitive debt restructuring agreement (the “Restructuring Agreement”) with the holders (the “Debentureholders”) of substantially all of the Series A debentures and all of the Series C debentures of Mint pursuant to which the debt under the Series A and Series C debentures is to be reduced to $20 million of restructured Series A debentures from the current combined debt of approximately $59 million.

“Mint has come a long way in the last four years since Gravitas Financial Inc. (CSE:GFI) took a majority equity stake in the company. Over this time, Mint has strengthened its management team, rebuilt its technology platform with significantly enhanced capabilities, gained global certifications from Mastercard and UnionPay, grown its card portfolio and launched important product offerings. This debt restructuring allows Mint to execute on its business plan with a view to generating significant shareholder value. The Mint team would like to thank the Debentureholders and Mint’s advisors for their efforts in bringing this restructuring to fruition,” said Vishy Karamadam, CEO of Mint.

On April 28, 2017, Mint announced that it had entered into a non-binding term sheet with the Debentureholders, providing for a restructuring of the debt owing to the Debentureholders. The amount owing on the Series A debentures was $49,019,962 in principal plus accrued interest (of which, $48,979,520 in principal plus accrued interest was owed to the Debentureholders). The amount owing on the Series C debentures was $10,000,000 in principal plus accrued interest.

The restructuring of the Series A and Series C debentures held by the Debentureholders was conditional upon a restructuring of Mint’s Series B debentures. In September 2017, Mint announced the acquisition and redemption of all of the Series B Debentures with a total principal amount of $3,330,412.

Under the Restructuring Agreement, the debt under the Series A and Series C debentures owed to the Debentureholders is to be reduced to $20 million of restructured Series A debentures (the “Series A Debt”). The Debentureholders will also receive (a) 17,300,000 common shares of Mint, (b) 11,700,000 common share purchase warrants of Mint, and (c) subscription receipts to acquire, for no additional consideration, 16,000,000 common shares of Mint. Each common share purchase warrant will be exercisable on or after January 1, 2019 and on or before December 31, 2021 for one common share of Mint at an exercise price of $0.10. The subscription receipts will become convertible in installments of 2,000,000 shares. The first such installment will become convertible concurrently with the closing of the transactions called for by the Restructuring Agreement
(the “Closing”), with additional installments becoming convertible on March 31, 2018 and every three months thereafter. The subscription receipts will convert on or after the date they become convertible at the election of the holder, and will expire on December 31, 2022 if not converted earlier. The common shares, subscription receipts and warrants, and any common shares issued upon exercise or conversion of the subscription receipts and warrants, will be subject to a four month hold period from the date of Closing. In addition, the common shares received upon exercise of the subscription receipts will be subject to a contractual one-year hold period commencing on the date the subscription receipts become convertible.

In total, Mint will issue up to 45 million shares (including up to 11.7 million shares issuable upon exercise of warrants at an exercise price of $0.10 per share) in exchange for approximately $39 million of debt reduction.

The Series A Debt of $20 million is to mature on December 31, 2021 and, commencing on October 1, 2019, will bear cash interest at 10% per annum, payable quarterly. If Mint does not have sufficient funds to pay cash interest when required, the shortfall will be paid by the issuance of subscription receipts convertible into Mint common shares priced at the greater of 95% of the 10-day volume-weighted average price of the common shares preceding the interest payment date and the minimum price permitted by the TSX Venture Exchange for such issuance. Each such subscription receipt will convert, for no additional consideration, into one common share of Mint at the election of the holder, and may be converted within one year from issue. These interest payment subscription receipts, and any common shares issued under them, will be subject to a four month hold period from the date on which the interest payment subscription receipts are issued. The Series A Debt and any accrued
interest will become due and payable in cash within 30 days following a change of control of Mint (other than through a treasury issuance).

Mint and the Debentureholders have agreed to use commercially reasonable efforts to complete the transactions called for by the Restructuring Agreement within 30 days. The Closing is subject to conditions, including stock exchange approval.

In connection with the restructuring of Mint’s Series A, B and C Debentures, Gravitas and Mint received strategic and financial advice from Clariti Strategic Advisors, an independent Toronto-based investment banking and strategic advisory firm founded by Mr. Rahul Suri.

Forward Looking Statements
This news release contains forward-looking statements. More particularly, this press release contains statements which include the target date for the Closing. 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. The actual date of Closing will depend on finalizing documentation and obtaining stock exchange approval on a timely basis. The forwardlooking statements contained in this press release are made as of the date hereof. The Company 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.

About The Mint Corporation
The Mint Corporation (TSX-V:MIT), through its majority owned subsidiaries (the “Mint Group”), is a globally certified payments company headquartered in Toronto, Canada with its primary business in Dubai, United Arab Emirates (UAE). The Mint Group is approved by the UAE Central Bank, Mastercard and UnionPay as a third-party payment processor. Mint processes over US$1 billion in payroll annually for hundreds of corporate clients and financial institutions and the Mint community consists of approximately 400,000 cardholders. Mint’s clients include some of the leading blue-chip companies in the UAE.

Mint provides employers with automated payroll services and a proprietary Automated Teller Machine (ATM) network for their unbanked employees. Mint community members are issued a personalized, globally accepted, MasterCard or UnionPay card and a linked mobile wallet, where their salaries are deposited. This mobile wallet effectively becomes the employee’s bank account.

Mint intends to offer a comprehensive suite of services through the mobile wallet, including remittance, overdraft, loans, mobile phone top-up, rewards, and insurance, among others. The mobile wallet enables unbanked employees to purchase services and spend through the wallet.

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.

The Mint Corporation
Kym No
Interim CFO
647-252-1664
www.themintcorp.com