20:33:29 EDT Fri 19 Apr 2024
Enter Symbol
or Name
USA
CA



Mint Corp (The)
Symbol MIT
Shares Issued 26,927,513
Close 2014-04-22 C$ 0.055
Market Cap C$ 1,481,013
Recent Sedar Documents

Mint faces lawsuit by debentureholders, shareholders

2014-04-23 07:07 ET - News Release

Mr. Pierre Gagnon reports

MINT ANNOUNCES CORPORATE UPDATE

The Mint Corp. has provided an update.

Mint North America

The company has taken significant steps to restructure the North American operations, starting with closing down the Pennsylvania office and negotiating with creditors in North America to come to settlements of the amounts owed to them. Operations have been consolidated to the Greater Toronto Area. The company continues to look for further cost saving opportunities.

Mint operations, United Arab Emirates

The company continues to restructure its UAE operations. The company has reduced staffing levels significantly and consolidated operating offices into one location. In addition, the company is also looking to enhance the technology to offer product and services in a more cost-effective manner.

Special shareholders meeting

The company has called a special meeting of shareholders for May 1, 2014, to consider (a) a special resolution approving a change of name for the company to such name as the board of directors may determine, (b) a special resolution approving a change of the municipality of the company's head office from Toronto to Oakville, and (c) a resolution of disinterested shareholders approving Gravitas Financial Inc. as a new control person (as that term is defined in the TSX Venture Exchange policies).

Gravitas loaned $1.5-million to Mint in November, 2013, under a loan agreement which permits the conversion of that principal amount to common shares at a price of five cents per share during the period ending Nov. 25, 2015, and thereafter at 10 cents per share during the period ending Nov. 25, 2015. In March, 2014, Mint agreed that additional loans of $1,121,920 made in January, 2014, would be convertible at 5.5 cents during the period ending Nov. 25, 2014, and thereafter at 10 cents during the period ending Nov. 25, 2015. That additional loan is subject to a hold period expiring on Aug. 1, 2014. The loans bear interest at 12 per cent per year and Gravitas may elect to receive payments of interest in common shares at the lowest price permitted at the time of conversion and subject to stock exchange approval. Mint may borrow up to an additional $378,080 under the loan facility, subject to agreement by Gravitas. Any additional borrowing would be on the same terms except that the conversion price would be the lowest price permitted at the time of conversion and subject to stock exchange approval. Gravitas has agreed not to exercise its conversion right so as to own more than 50.1 per cent of the outstanding common shares until the earlier of May 22, 2015, and the occurrence of an event of default under the loan agreement. Having regard to this restriction and the change in the conversion price after Nov. 25, 2014, Gravitas could acquire up to 39,738,062 common shares (representing 60 per cent of the common shares) upon conversion of the principal amount. Mint has agreed that Gravitas may nominate a director on Mint's board of directors but Gravitas has not yet exercised that right. Gravitas also has a pre-emptive right to participate in future issuances of common shares while its loan is outstanding. Under TSX-V policies, Mint must obtain shareholder approval before Gravitas may increase its ownership of Mint common shares above 20 per cent (thereby becoming a control person under the policies of the stock exchange). If Mint fails to obtain disinterested shareholder approval of Gravitas as a control person by July 31, 2014, that will constitute an event of default under the Gravitas loans. Shareholders holding approximately 26 per cent of Mint's common shares have entered into voting agreements to support the resolution to approve Gravitas as a new control person.

Financing and other matters

The company continues to work toward a target escrow release date of the middle of May. Over the coming weeks, the company and the agent will be reviewing the escrow release conditions.

The company has been named a co-defendant in a statement of claim issued by investors in Mint's debentures and common shares and claiming, among other things, damages of $920,000 plus punitive damages. Investors in a second action commenced by the same law firm are seeking to add the company as a defendant in a statement of claim also issued by investors in Mint's debentures and common shares and claiming, among other things, damages of $1-million plus punitive damages. The plaintiffs claim that these investments were unsuitable for them and that their investment adviser should not have made these investments on their behalf. The investors also claim that they were unaware of commissions paid to their adviser and that Mint had a duty to inform them. The company has appointed a special committee to investigate and respond to the allegations made in the statement of claim and will vigorously defend its interest.

The company has borrowed approximately $1.5-million from Gravitas under a demand facility which contemplates that the company may borrow up to $1.75-million. In each case, advances under the facility require the consent of Gravitas. The loan bears interest at 18 per cent per year and is secured by a security interest in the assets of the company. The loan is to be paid out of the proceeds from the release of funds to the company upon conversion of the subscription receipts described in the company's press release of Jan. 3, 2014, unless earlier payment is demanded by Gravitas.

A more fulsome update on the business will be contained in the management discussion and analysis, which should be released shortly.

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