Exhibit 99.1

 

From Seed to Sale The Leading Agri - Fintech Platform for the Emerging Markets November 2022

 

 

Disclai m er 2 Cautionary Note Regarding Forward - Looking Statements Certain statements made herein contain, and certain oral statements made by representatives of MICT and Tingo and their respective affiliates, from time to time may contain, “forward - looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 . MICT’s and Tingo’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward - looking statements as predictions of future events . Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “might” and “continues,” and similar expressions are intended to identify such forward - looking statements . These forward - looking statements include, without limitation, MICT’s and Tingo’s expectations with respect to future performance and anticipated financial impacts of the Business Combination, the satisfaction of the closing conditions to the Business Combination and the timing of the completion of the Business Combination . The statements contained in this report that are not purely historical are forward - looking statements within the meaning of Section 27 A of the Securities Act of 1933 , as amended, and Section 21 E of the Securities Exchange Act of 1934 , as amended . These statements are based on the beliefs and assumptions of our management based on information currently available to management . Such forward - looking statements are subject to risks, uncertainties and other important factors that could cause actual results and the timing of certain events to differ materially from future results expressed or implied by such forward - looking statements . Most of these factors are outside of the control of MICT or Tingo and are difficult to predict . Factors that may cause such differences include but are not limited to : ( 1 ) the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement (as defined below) ; ( 2 ) the inability to complete the Business Combination, including due to the failure to obtain approval of the stockholders of MICT or Tingo or other conditions to closing in the Merger Agreement ; ( 3 ) the inability to obtain or maintain the listing of MICT’s common stock on Nasdaq ; ( 4 ) the risk that the Business Combination disrupts current plans and operations of Tingo or MICT as a result of the announcement and consummation of the Business Combination ; ( 5 ) the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth economically and hire and retain key employees ; ( 7 ) the inability to complete the Business Combination due to the inability to obtain regulatory approval ; ( 8 ) changes in applicable laws or regulations ; ( 10 ) the possibility that MICT or Tingo may be adversely affected by other economic, business, and/or competitive factors ; and ( 11 ) the impact of the global COVID - 19 pandemic on any of the foregoing risks and other risks and uncertainties to be identified in the proxy statement/prospectus (when available) relating to the Business Combination, including those under “Risk Factors” therein, and in other filings with the SEC made by MICT . The foregoing list of factors is not exclusive . Readers are referred to the most recent reports filed with the SEC by MICT . Furthermore, such forward - looking statements speak only as of the date of this report . Except as required by law, we undertake no obligation to update any forward - looking statements to reflect events or circumstances after the date of such statements This presentation shall not constitute an offer to sell or the solicitation of an offer to buy any of our securities, nor shall there be any offer or sale of our securities in any jurisdiction in which such solicitation or sale would be unlawful prior to registration or qualification of our securities under the laws of any such jurisdiction . ADDITIONAL INFORMATION MICT, Inc . , a Delaware corporation (“ MICT ” or the “ Company ”), intends to file with the U . S . Securities and Exchange Commission (the “ SEC ”) a preliminary proxy statement of MICT in connection with the proposed business combination transaction (the “ Business Combination ”) involving MICT and Tingo, Inc . , a Nevada corporation (“ Tingo ”) . The definitive proxy statement and other relevant documents will be mailed to stockholders of MICT as of a record date to be established for voting on the Business Combination . Stockholders of MICT and other interested persons are advised to read, when available, the preliminary proxy statement, and amendments thereto, and the definitive proxy statement in connection with MICT’s solicitation of proxies for the special meeting to be held to approve the Business Combination because these documents will contain important information about MICT, Tingo and the Business Combination . Stockholders will also be able to obtain copies of the proxy statement, without charge, once available, on the SEC’s website at www . sec . gov . Participants in the Solicitation MICT and Tingo and certain of their respective directors, executive officers, other members of management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies from the stockholders of MICT in favor of the approval of the Business Combination . Additional information regarding the interests of such potential participants will also be included in the Proxy Statement and other relevant documents when they are filed with the SEC . Free copies of these documents may be obtained as described in the preceding paragraph . No Solicitation This presentation and the annexes hereto do not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Business Combination .

 

 

3 Table of Contents I. Executive Summary II. Bu s ine s s A c tivities II I . Merger Transaction IV. Management Team Appendix

 

 

4 Foster digital and financial inclusion through its technology platforms, with the aim of driving the social and economic upliftment of its customers Tingo Agri - Fintech Mission Make a difference towards improving global food supply and tackling the world’s food security crisis through the empowerment of the farmer, enabling them to increase crop yields and gain better access to markets With the merger The Company is in a strong position to deliver regional expansion throughout Africa and globally, including in Asia and Latin America, becoming a Leading Agri - Fintech Platform for Emerging Markets Company’s operations follow a mature ESG framework underpinned and guided by the United Nations’ Sustainable Development Goals Executive Summary MICT (the “Company”) is a result of the merger of MICT, Inc. with Tingo Mobile PLC, a subsidiary of Tingo, Inc. NASDAQ: MICT Fintech company providing a range of B 2 B and B 2 C proprietary platforms and technology in South East Asia Leading Fintech and Agri - Fintech company operating in Africa Summary The Company’s Mission Key Highlights Introduction $866 Million 2021 T ingo Revenue $1,167 Million 2022 Tingo Revenue Run Rate 9.3 Million T ingo’s c u s to m er base at Q3 2022 32 Million Estimated Tingo users after signing contracts with All Farmers Association of Nigeria (i) and Ashanti (ii) $9 Billion $642 Million 9 - month to Q3 2022 Transaction Tingo 2022 Run Rate of Net Value on Tingo’s Income Before Tax and Stock Nwassa Agri - Platform Based Compensation Notes: (i) See Oct 20, 2022, press release (ii) See Nov 10, 2022 Press Release (iii) All Tingo figures are from Tingo, Inc. filings, incl. Q3 2022 Form 10 - Q. Run Rates are based on Q3 2022

 

 

Table of Contents I. Executive Summary II. Business Activities II I . Merger Transaction IV. Management Team Appendix 5

 

 

Current Business Activities in Asia Board and Management have established strong Government and Private Sector relationships in China over the past 15 years Magpie financial services platform developed to be world class, now being rolled out under broker - as - a - service and white - label model Secured nationwide and regional insurance licenses covering most of developed China Leading bank signed as global payment and forex partner, enabling provision of highly competitive services and forex rates Opportunity to expand insurance into B 2 B 2 C and B 2 C in China, in partnership with China’s biggest online portals Acquired financial services broker in HK, with Financial Services and Securities license from Hong Kong SFC Extensive experience in developing and operating high volume B2B and B2C transactional platforms in China Launched B2B insurance platform in 2021, gaining >1.2 million customers Established strong relationships with China’s largest insurance companies and banks Insurance Br o k e r age & Financial Services Approved for wide - ranging Capital Markets License from Monetary Authority of Singapore, permissions include leveraged products, forex, commodities, cryptocurrencies 6

 

 

7 Current Business Activities in Africa U n de rser v e d Customers Farmers Storage T ra nsport Logistic Mobile Device Leasing & Sales FinTech & Agri - Fintech Platform Wallet top - up Utility payments Payment Services Loans / Insurance E - commerce Visa Debit 3 - year contract Fully amortized Can do outright bulk sales Pre - installed with proprietary platform NWASSA • Voice and data services • partnership 95%+ of mobile leasing c usto m ers p u r c h a s e data packages 55%+ of mobile customers use NWASSA platform Trading Agricultural Product Insurance Loans Utility Payments • Fully integrated Super App incl. e - money wallet and payment services Conne c ting b u y e r s and sellers c.46.8% of 1H 2022 revenue c.47.7% of Q3 2022 revenue c.5.5% of 1H 2022 revenue New for Q4 2022 Airtime & Data Tingo Mobile’s One - Stop Marketplace Notes: (i) All Tingo figures are from Tingo, Inc. filings, incl. Q3 2022 Form 10 - Q. Run Rates are based on Q3 2022

 

 

Tingo Mobile - Strategic Partnerships Kingdom of Ashanti, Ghana • Landmark trade deal with the Kingdom of Ashanti, through the Ashanti Investment Trust ; • K in g d o m o f A sha n ti pres i d e s o v e r G h an a ’ s A sha nti Re g i on w ith a population of ~5.4M million; • Through its strong position in Ghana and its agricultural sector, has an important impact over much of the country’s population of 32 M ; • Under the terms of the trade deal , the A s han t i In v es t m ent T rust ha s committed to enroll a minimum of 2M n e w m emb e r s w ith T i n go M obile within 120 days of signing, and, has agreed on a target to increase such enrollments to at least 4 M new members ; All Farmers Association of Nigeria (AFAN) • Landmark trade deal with AFAN, the umbrella body for 56 farmers’ commodity associations in Nigeria ; • AFAN has committed to deliver a minimum of 20 M new members , which would more than triple Tingo Mobile’s existing customer base of 9 . 3 M ; • A F A N h a s c omm en c e d en r ol l i ng its i nto T i n g o ’ s p l a t f o rms, its N w assa A g r i - F in t e c h m e m b e rs including platform ; • AFAN is working with Nigeria’s (FMARD) Ministry of Agriculture to increase its membership base to > 60 million, thus increasing the potential client base for Tingo Mobile ; Tingo Mobile is partnering with NGO’s and Governments to support the rollout of its platforms 8

 

 

Tingo Mobile – Visa Partnership x Tingo Mobile’s exclusive partnership with VISA is designed to accelerate financial inclusion, and social upliftment x Making Tingo Pay easily accessible across Africa and Asia , and in the future, other Emerging Markets Visa payment services and digital Visa card embedded within the TingoPay SuperApp . Visa to promote Visa x TingoPay on a Pan - Africa basis, with the aim of expanding into other parts of the world . TingoPay SuperApp offers full range of e - wallet, payment services, marketplace, e - commerce services to customers – powered by Visa x A im t o d el i v e r e - w a l l et an d e - 9 banking services to 30 million customers in Nigeria and 4 million customers in Ghana, plus rollout Pan - Africa, as well as Asia and beyond

 

 

Table of Contents I. Executive Summary II. Bu s ine s s A c tivities II I . Merger Transaction IV. Management Team Appendix 10

 

 

A portfolio of best - in - class financial platforms, products and services with a global expansion strategy Opportunity to make MICT’s products and platforms available to Tingo Mobile’s customers in Africa Significant ESG impact by meaningfully improving food security and fostering digital and financial inclusion across Africa and Asia Facilitates expansion into new markets and broadens product offerings of both entities. Accelerating increase in number of customers on Tingo Mobile platform Merged entity positioned for organic growth plus strategic acquisitions, with healthy combined cash balances, and strong balance sheets Leverages the Agri - Fintech competencies of Tingo Mobile into an estimated 200m to 400m farmers across China, furthering its mission of improving food security Merger Transaction A NASDAQ - listed company with approx. $1.2 billion in anticipated annual revenues serving the African and Asian Markets with ambition to expand globally Transaction Rationale One of the world’s leading integrated fintech platforms offering combined financial services, insurance brokerage, payment services, a comprehensive marketplace and an e - wallet Result 11

 

 

Merger Synergies Access to one - stop - shop solution that solves challenges from ‘seed to sale’ and promotes financial and technological inclusion 1 2 3 4 5 ▪ Partnerships with key mobile network operators ▪ Partnerships with State - Owned Banks and Government agencies CHIN A A N D S O UT H E A S T A S IA ▪ Laun c h o f T i n g o ’ s A gri - Fi n t e c h p l a t f o r m t o China’s farming sector (estimated at between 200m - 400m farmers) ▪ Creation of new Chinese online portal for Agricultural produce and commodities ▪ Nasdaq listed entity with enhanced funding opportunities to expand business activity AFRICA ▪ Introduction of MICT’s FinTech products an d p l at f o r m s t o T i n g o ’ s A f ric a n c u s to m e r base ▪ Expand current insurance and financial services offering through MICT’s technology ▪ Launch of Commodity / Produce Trading Platform offering farmers opportunity to sell excess production 12 ▪ Enable dollarization of Tingo Mobile’s operations through exports of excess production

 

 

Global Expansion “ T R A N S F O R M I N G S O C I A L D E V E L O P M E N T A C R O S S A F R I C A , A S I A A N D B E Y O N D ” South America: Expand MICT/Tingo platform into Latin America Africa: Expand MICT/Tingo platform into other African countries Asia: Expand Tingo platform into China and other Asian countries Full service offering of Fintech / Agri - Fintech ecosystem across Emerging Markets x Pan - African Expansion and beyond, into other Emerging Markets, including China and Latin America x Acquisitions in key EM Markets x Agri - FinTech Financial Services x Commodity Trading Platform 13

 

 

Table of Contents I. Executive Summary II. Bu s ine s s A c tivities II I . The Merger Transaction IV. Management Team Appendix 14

 

 

15 John Brown MICT Director & Tingo Independent Co - Chairman • MP at Sands Point Consulting • Senior Advisor, Independence Point Advisors • Former Group MD, UBS Wealth Management; Divisional COO, Merrill Lynch Dr. Christopher Cleverly Tingo President • Previously CEO of Made in Africa Foundation • Founded $1.5bn Africa50 Investment Fund • Founded Trafalgar Chambers on Fleet Street Management Team MICT and Tingo Mobile are led by a highly experienced team of executives with strong track records of delivering successful, global businesses with robust corporate governance Dozy Mmobuosi Tingo Founder & CEO Darren Mercer MICT CEO • Founded MICT’s fintech & insurance businesses • 15 years tech business in China • Previously 20 years in investment banking at Henry Cook Lumsden and Albert E Sharp John Scott Chairman & Member of BOD • 50 years experience in stock broking • Executive Director WHI Ireland Group PLC • Advisor at Barclays Wealth • Partner and Director Wise Speke • Founded Tingo Mobile PLC • Launched Nigeria’s 1st SMS Banking Solution (Flashmecash) • Co - sponsor for Africa Acquisition Corp Inc. Kevin Chen MICT Chief Financial Officer • Former CFO & Board Director at China Rapid Finance (NYSE:XRF) • Audit Manager at Ernst & Young • MBA, Kellogg School of Management at Northwestern • AICPA, CMA Kenneth Denos MICT Director, Tingo Executive Vice President & General Counsel • CEO, Outsize Capital • Director and Officer, Equus Total Return, Virtual Medical Intl • Founder of Acadia Law Group • Previously, CEO of MCC Global Notes: Kenneth Denos and John Brown are to be appointed to the Board of Directors of MICT Inc. on the closing of the Merger, which is expected to occur by November 30, 2022

 

 

Table of Contents I. Executive Summary II. Bu s ine s s A c tivities II I . The Merger Transaction IV. Management Team Appendix 16

 

 

Appendix – Press Release Merger Agreement 17

 

 

Appendix – Press Release Merger Agreement 18

 

 

Appendix – Press Release Merger Agreement 19

 

 

Appendix – Press Release Merger Agreement 20

 

 

Appendix – Press Release Trade Agreement AFAN 21

 

 

Appendix – Press Release Trade Agreement AFAN 22

 

 

Appendix – Press Release Trade Agreement AFAN 23