MIT The Mint Corporation

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.

The Mint Corporation (TSX VENTURE:MIT) ("Mint" or the "Company") announced today
that further to its announcement on April 9, 2013, the Company will no longer
seek to raise funds through the announced "Series X" and "Series Y" placements.
Mint will, however, seek to restructure its outstanding debentures and raise new
funds through a new private placement offering of subscription receipts for
Series A debentures (the "Subscription Receipts") and a new private placement of
units (the "Units") consisting of Series B debentures and common share purchase
warrants. The Company is seeking to consolidate its secured debt into two series
of debentures as opposed to the current seven series of debentures (the "Old
Debentures"). 


Series A Debentures (Subscription Receipts)

The Company has engaged Portfolio Strategies Securities Inc. (the "Agent") to
act as agent, on a best efforts brokered private placement basis, to raise gross
proceeds of a minimum of $10,000,000 and a maximum of $45,000,000 through the
sale of Subscription Receipts at a price of $1,000 per Subscription Receipt.
Each Subscription Receipt will automatically convert (the "Conversion") into a
$1,000 secured debenture of the Company (a "Series A Debenture") upon the
satisfaction of the Escrow Release Conditions (as hereinafter defined) for no
additional consideration and without any further action by the holder.


Subscribers may pay for the Subscription Receipts in cash or by transferring Old
Debentures; provided that (a) at least 50% of the subscription price must be
paid in cash, and (b) the total Old Debentures accepted as payment under the
Subscription Receipt offering shall not exceed $15,000,000. Old Debentures will
be valued at the amount of principal and interest owing under those debentures
on the date of Conversion and no interest will be paid on the Old Debentures
while they form part of the Escrowed Proceeds (defined below).


The closing of the Subscription Receipt offering is conditional upon various
conditions set out in the subscription agreement, including the requirement that
Old Debentures representing at least 94% of the principal amount of the Old
Debentures shall have been delivered in payment for Subscription Receipts or
shall be subordinate to the security in favour of the Series A Debentures
outstanding from time to time, unless otherwise agreed by subscribers for
Subscription Receipts investing a majority of the cash for the purchase of
Subscription Receipts.


The gross proceeds from the sale of Subscription Receipts (the "Escrowed
Proceeds"), including both cash and Old Debentures, will be held in escrow by an
escrow agent acceptable to the Agent and, in the case of cash proceeds, in an
interest bearing account. The Escrowed Proceeds will be released on the earlier
of: 




a.  the date the Escrow Release Conditions are satisfied or waived, in which
    case, (i) interest earned in the interest bearing account will be paid
    from the Escrow Proceeds to the subscribers in the offering pro rata
    with the amount of their cash investment, (ii) the Agent's commission
    and any reasonable costs and expenses of the Agent payable by the
    Company will be paid to the Agent from the Escrow Proceeds, and (iii)
    the balance of the Escrow Proceeds will be paid to the Company, or

b.  four months and 10 days following the closing of the Series A Debenture
    offering or such other date as may be agreed to by the Company and the
    Agent (the "Escrow Release Deadline"), in which case, if the Escrow
    Release Conditions have not been satisfied or waived the Escrow Proceeds
    plus interest earned in the interest bearing account will be released
    from escrow to the Agent for payment to the subscribers in the
    Subscription Receipt offering.



The Escrowed Proceeds will be released to the Company (subject to the
entitlement of the subscribers and the Agent as described above) if certain
conditions are met (the "Escrow Release Conditions") on or before the Escrow
Release Deadline, including: 




a.  Conditional approval from the Canadian National Stock Exchange ("CNSX")
    of the listing on the CNSX of the Series A Debentures;

b.  The receipt of all required third party consents, stock exchange
    approvals and regulatory approvals for the Subscription Receipt Offering
    and the Unit Offering and the listing of the Series A Debentures
    issuable upon conversion of the Subscription Receipts;

c.  There shall have been no material adverse change in the financial
    condition, business or operations of the Company, and its subsidiaries
    or affiliates, taken as a whole;

d.  Neither the Company nor any of its subsidiaries is in breach or material
    default of any of its covenants or obligations under the Agency
    Agreement or the Subscription Agreements that are to be entered into in
    connection with the Subscription Receipt Offering and the Unit Offering,
    except those breaches or defaults that have been waived by the Agent;

e.  The Company and the Agent will have agreed upon a use of proceeds for
    the capital from the Subscription Receipt Offering;



The net cash proceeds of the offering of Series A Debentures will be used for
working capital, to repay the bridge financing referred to below and for
stabilization and organic growth of existing subsidiaries. The Company is
seeking to arrange bridge financing until the release of the cash proceeds upon
Conversion.


The Series A Debentures will have a term expiring 5 years after Conversion, may
be prepaid at any time on a quarterly interest payment date following the third
anniversary of Conversion and shall bear an interest rate of 10% per annum.
Interest on the Series A Debentures for the period from Conversion until the
first anniversary of Conversion will be added to the principal amount of the
Series A Debentures. After the first anniversary of Conversion, interest will be
paid in cash, quarterly in arrears. The Company may, at the time of any
quarterly interest payment which occurs on or after the third anniversary of
Conversion prepay all or any portion of the principal outstanding on the Series
A Debentures.


The Series A Debentures will be issued under a trust indenture and secured by a
security interest on all of the undertaking, property and assets of the Company,
both present and future (the "Canadian Assets"); and a security interest on all
of the undertaking, property and assets of Mint Middle East LLC, both present
and future (the "MME Assets"). The security for the Series A Debentures will
rank ahead of the security for the Series B Debentures and, with respect to the
Canadian Assets, behind the Old Debentures.


The Agent will receive a cash commission equal to 5% of the gross cash proceeds
received by the Company from the sale of Subscription Receipts. As additional
compensation, the Agent will receive that number of broker warrants (the "Broker
Warrants") which is equal to 10% of the total cash subscription proceeds for the
Subscription Receipts raised pursuant to the offering, each Broker Warrant
entitling the Agent to purchase one common share of the Company for $0.15 per
share. The Broker Warrants will be exercisable for a four year period from
Conversion. No cash commission will be paid or Broker Warrants issued with
respect to Old Debentures which are transferred in payment for Subscription
Receipts.


The Offering of Subscription Receipts is expected to closing on or about
November 15, 2013 or such other date as is agreed to by the Company and the
Agent. 


Series B Debentures (Units)

The issuance of Units will occur on a non-brokered private placement basis.
Units will consist of (i) $1,000 principal amount of Series B Debentures, plus
(ii) 1,250 common share purchase warrants (the "Warrants"). Units may only be
purchased by exchanging Old Debentures on the basis of $1,250 of Old Debentures
for each Unit. Old Debentures will be valued at the amount of principal and
interest owing under those debentures on the date of closing the Unit offering.


If the amount owing under the Old Debentures delivered in payment for Units is
not a whole multiple of $1,250, the number of Units issued to the subscriber
will be rounded down to the nearest whole number and the subscriber will not
receive any cash payment or fractional Unit with respect to the balance
remaining (the "Excess Amount"). However, the Corporation will issue the
Subscriber one additional Warrant for each $1.00 of Excess Amount, rounded up to
the nearest whole number.


The Series B Debentures will have a term of 3 years; provided that the term of
Series B Debentures may be extended for another 2 years at the option of the
Company. Interest on Series B Debentures will be at the rate of 2% per annum
during the three years of the original term; provided that the Company will pay
bonus interest on the last day of the 3rd year equal to 30% of the principal
amount. If the term of the Series B Debentures is extended, interest shall be at
the rate of 12% per annum during years 4 and 5 of that term. The Company shall
pay interest quarterly in arrears on the principal amount outstanding. The
Company may, at the time of any quarterly interest payment, prepay all or any
portion of the principal outstanding on the Series B Debentures; provided that
at the time of prepayment the Company shall pay an interest bonus equal to (i)
the interest payments which would have been received on that prepaid principal
amount if the interest rate on the Series B Debentures had been 12% per annum
throughout the period preceding redemption, minus (ii) the interest payments
actually received in respect of that prepaid amount.


The Series B Debentures will be issued under a trust indenture and secured by a
security interest on the Canadian Assets and the MME Assets. The security for
the Series B Debentures will rank behind the security for the Series A
Debentures and, with respect to the Canadian Assets, behind the Old Debentures.


Each Warrant is exercisable for one common share of the Company at any time
during the 3 years following the first closing of Series B Debentures at an
exercise price of $0.25.


The Unit offering is expected to close in one or more closings commencing on or
about November 15, 2013 but may be changed to a later date by the Company.


General

The closing of the Subscription Receipt offering and the Unit offering is
conditional upon receipt of all required regulatory approvals (including
approval of the TSX Venture Exchange) and the appointment of a new CEO of the
Company.


The issuance of securities under any of the two offerings described above will
be a related party transaction under Multilateral Instrument 61-101 ("MI
61-101") if any of the Company's insiders subscribe under the offering. The
Company is exempt from the formal valuation requirement and shareholder approval
requirement of MI 61-101, as described in more detail in the material change
report to be filed in connection with this private placement. The expected date
of closing is less than 21 days from the date of this press release and that
shorter period is desirable and necessary because the Company requires working
capital and cannot raise bridge financing needed to provide that working capital
until the closing of the two offerings has occurred.


GENERAL DISCLOSURE STATEMENT

Investors are encouraged to read the Management Discussion and Analysis
Documents filed on SEDAR for a description of additional risks associated with
investing in the Company. The following statement is only intended to inform
investors on certain of the many risks associated with investing in the Company.
The Company operates predominantly in the Middle East and North Africa ("MENA").
It is accordingly exposed to significant political, legal and regulatory risks
associated with operating in these emerging and volatile markets. The key
management personnel and operations of the Company are based in countries which
do not have strong and reliable judicial enforcement. This results directly in
additional risk with respect to the enforcement of legal and contractual rights,
including, for example but without limitation, the enforcement of the rights of
creditors, the protection of intellectual property rights, the enforcement of
joint venture arrangements, and binding key employees with non-compete
agreements. Since inception, the Company has not reached profitability. The
Company relies heavily on high-cost, debt financing to fund its business plan.
This has exposed the Company to unique financial risks associated with
significantly higher than normal debt levels. Investors in the company are
strongly encouraged to be aware of the significant risks of the company, to
conduct additional due diligence and to seek the help of a licensed investment
advisor before considering to invest in securities of the Company. Moreover,
investors must be aware that the purchase of the Company's securities involves a
number of additional significant risks and uncertainties, as disclosed in the
Management Discussion and Analysis reports filed on SEDAR by the Company.
Investors considering purchasing securities of the Company should be able to
bear the economic risk of total loss of such investment.


FORWARD-LOOKING STATEMENTS

Certain statements in this news release constitute "forward-looking" statements.
These statements relate to future events or Mint's future performance and
include the closing of the offering of Subscription Receipts and Units and the
satisfaction of the Escrow Release Conditions necessary for Conversion. 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. In addition to other risks, the
Company could be unable to complete the offering of Subscription Receipts and
Units if the Company does not receive stock exchange approval or, in the case of
the offering of Subscription Receipts, Old Debentures representing at least 94%
of the principal amount of the Old Debentures do not either deliver those Old
Debentures in payment for Subscription Receipts under the Subscription Receipt
Offering or subordinate those Old Debentures to the security in favour of the
Series A Debentures outstanding from time to time. 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 THE MINT CORPORATION

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 MEPS, a
mobile airtime POS and Merchant network solutions business. 


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.


For additional information please visit www.mintinc.com.

FOR FURTHER INFORMATION PLEASE CONTACT: 
The Mint Corporation
Nabil Bader
President & CEO
+971 506457719
nbader@mintinc.com


The Mint Corporation
Nicole Souadda
Head of Compliance and Investor Relations
610-647-7882
nsouadda@mintinc.com
www.mintinc.com

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