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QUANTUM INTERNATIONAL INCOME CORP. FILES MANAGEMENT INFORMATION CIRCULAR FOR ANNUAL AND SPECIAL MEETING; ANNOUNCES OTHER CORPORATE CHANGES

Proposes Name Change to "Seven Aces Limited" and Change of Year End to December 31st

(Toronto: January 14, 2019) Quantum International Income Corp. (the "Corporation" or "Quantum") (TSXV: QIC) is pleased to announce that it has filed a management information circular (the "Circular") and related proxy materials in advance of its annual and special meeting of shareholders ("Shareholders") to be held at the offices of Bennett Jones LLP, Suite 3400, One First Canadian Place, Toronto, Ontario, Canada, M5X 1A4 on Thursday, February 14, 2019 at 10:00 a.m. (Toronto time) (the "Meeting"). The Meeting will be held for the following purposes:

  • to receive and consider: (a) the financial statements of the Corporation for the financial year ended February 28, 2018 and the report of the auditors thereon, and (b) the financial statements of the Corporation for the three and six months ended August 31, 2018;
  • to elect the directors of the Corporation for the ensuing year;
  • to appoint RSM Canada LLP as the auditors of the Corporation for the ensuing year and to authorize the directors of the Corporation to fix their remuneration;
  • to consider, and if deemed advisable, to pass, with or without variation, an ordinary resolution approving the stock option plan of the Corporation;
  • to consider and, if deemed advisable, to pass, with or without variation, a special resolution authorizing the Corporation to change its name from "Quantum International Income Corp." to "Seven Aces Limited", as more particularly described in the Circular; and
  • to transact such other business as may properly come before the Meeting or any adjournments or postponements thereof.
Name Change to Seven Aces Limited

At the Meeting, the holders of common shares of the Corporation ("Common Shares") will be asked to approve a special resolution to change the name of the Corporation from "Quantum International Income Corp." to "Seven Aces Limited" (the "Name Change Resolution"). The Corporation is seeking to adopt the name "Seven Aces Limited" to better reflect the Corporation's current operations which are entirely gaming-related in nature following the acquisitions in the Georgia gaming market starting in October 2016. The current name reflects the Corporation's past activities and as such, the proposed name, "Seven Aces Limited", more closely aligns the Corporation in the space which it currently operates with the vision to build a diversified portfolio of world class gaming operations to create value for Shareholders.

The Corporation has notified the TSX Venture Exchange (the "Exchange") of the proposed change of name. Subject to Shareholder and Exchange approval of the change of name, it is expected that the Common Shares will commence trading on the Exchange under the new name and under the new stock symbol "ACES" at the opening of business two or three days subsequent to the effecting of the name change by the Corporation, subject to the receipt by the Exchange of the necessary documentation.

To be effective, the Name Change Resolution must be approved by at least two-thirds of the votes cast by holders of Common Shares present in person or represented by proxy at the Meeting in accordance with the provisions of the Business Corporations Act (Ontario).

The Board unanimously recommends that Shareholders vote in favour of the Name Change Resolution. Unless a Shareholder has specifically instructed in the form of proxy that the Common Shares represented by such proxy are to be voted otherwise, the persons named in the accompanying proxy will vote FOR the approval of the Name Change Resolution

Change of Year End to December 31st

The Corporation also announces a fiscal year-end change from February 28th to December 31st. This change will align the fiscal year-end of the Corporation with its material subsidiary, Lucky Bucks, LLC, which owns and operates coin operated amusement machines (COAMs) in the State of Georgia, United States of America through arrangements with location owners. With this change, the Corporation's current fiscal year, which began in March 1, 2018 will end December 31, 2018.

Meeting

The Meeting is scheduled to be held at the offices of Bennett Jones LLP, Suite 3400, One First Canadian Place, Toronto, Ontario, Canada, M5X 1A4 on Thursday, February 14, 2019 at 10:00 a.m. (Toronto time). The record date for the purpose of determining Shareholders entitled to receive notice of and to attend and vote at the Meeting was January 8, 2019. Your vote is important regardless of the number of shares you own. The Circular more particularly describes the matters to be considered at the Meeting, including the Name Change Resolution. An electronic copy of the Circular is available on SEDAR (www.sedar.com) under Quantum's issuer profile.

About Quantum International Income Corp.

Quantum International Income Corp. is a gaming company. Quantum's vision is to build a diversified portfolio of world class gaming operations. The Corporation looks to enhance shareholder value by growing organically and through acquisitions. The Corporation has an active acquisition strategy with a particular focus on cash-flows and high margins. Currently, the Corporation is the largest operator of skill-based gaming machines in the State of Georgia.

More information on Quantum is available at www.quantumincomecorp.com.

For further information please contact Quantum:

Manish Grigo

Vice President, Corporate Affairs

Tel. (416) 569-3292

manish@quantumincomecorp.com

 

Stephanie Lippa

Office Manager

Tel. (416) 477-3411

stephanie@quantumincomecorp.com

 

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.

Cautionary Statement Regarding Forward-Looking Information

This release contains certain information which, as presented, constitutes “forward-looking information” within the meaning of applicable Canadian securities laws. Forward-looking information involves statements that relate to future events and often addresses expected future business and financial performance, containing words such as “expect” and “intend”, statements that an action or event “may” or “will” be taken or occur, or other similar expressions. These statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of the Corporation to control or predict, and which may cause Quantum’s actual results, performance or achievements to be materially different from those expressed or implied thereby, including, but not limited to, risks related to the inability by Quantum to complete the Acquisition, as well as other factors discussed in the Corporation’s annual information form dated July 23, 2015, (the “Annual Information Form”) which is available on SEDAR under Quantum’s profile at www.sedar.com. Forward-looking information is developed based on assumptions about such risks, uncertainties and other factors set out herein, in the Annual Information Form, and as otherwise disclosed from time to time on SEDAR under Quantum’s profile at www.sedar.com.

Unless otherwise specified in this release, information contained in this release is current as of the date of this release. Unless otherwise specified, all dollar amounts herein refer to Canadian dollars. The Corporation undertakes no obligation to update forward-looking statements except as may be required by applicable Canadian securities laws. Readers are cautioned against attributing undue certainty to forward-looking statements.