Mr. Michael Trimarco of Melrose reports

MELROSE VENTURES GROUP CALLS FOR ACCOUNTABILITY FROM HANK MANAGEMENT AMID ONGOING SHAREHOLDER CONCERNS

Melrose Ventures Group is expressing deep concern regarding the recent press release from Hank's management, which stated it would not respond further to inquiries from Melrose. This decision reflects a troubling pattern of evasiveness and lack of transparency that has persisted over the last seven years.

Despite numerous attempts to engage with management, including a recent request for a shareholder meeting on Oct. 21, 2024, Hank's leadership has consistently failed to acknowledge calls for dialogue. This includes attempts to block shareholders from attending meetings and addressing critical issues that could significantly impact the company's future.

Key issues raised by Melrose Ventures Group:

• Proposed acquisition: The management's plan to acquire a company with no revenue and unproven technology raises serious concerns. In exchange for assuming $1-million of the target's debt, Hank would relinquish 49-per-cent ownership, jeopardizing shareholder value without a clear path to profitability.
• Convertible debt concerns: The proposed 50-per-cent decrease in the existing convertible debt conversion price would increase shares outstanding by 50 million, diluting current shareholders at a time when the existing debt is manageable.
• Issuance of new converts: The introduction of new convertible securities at a conversion price of five cents is viewed as irresponsible and highly dilutive, further threatening shareholder equity.
• Management accountability: There is a pressing need to replace the current management team with individuals who have a proven record of building and growing the company. The original founders, who successfully established a customer base of 42,000, are better positioned to lead Hank toward profitability.
• Shareholder dilution: Current management's actions could dilute existing shareholders by approximately 80 per cent, with no foreseeable benefits.
• Tender offer: The Melrose Group takeover tender offer is for nine cents per share, offering existing shareholders an 80-per-cent premium and an attractive alternative to the proposed acquisition pricing at five cents per share, causing approximately 80-per-cent dilution to current shareholders at all time stock price lows, which Hank Payment's management is trying to force existing shareholders to accept without shareholder approval.

Historical context of management performance

Since taking over in 2018, Hank's management has overseen a 95-per-cent decline in stock price since the company went public in October, 2021. The company has failed to achieve profitability, maintaining the same customer base without meaningful revenue growth. This underperformance raises serious questions about the current leadership's ability to navigate the company towards a successful future.

Melrose Ventures Group urges Hank's management to reconsider their approach and engage constructively with shareholders. Transparency and accountability are essential for restoring confidence and ensuring the long-term success of the company.