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RNS Number : 5713I Zamaz PLC 05 December 2022
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
REGULATION 2014/596/EU, WHICH IS PART OF UNITED KINGDOM DOMESTIC LAW PURSUANT
TO THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK
MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION (AS
DEFINED IN UK MAR) IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
5 December 2022
Zamaz plc
"Zamaz" or "the Company"
Final Results and Audited Annual Report and Accounts
for the Year ended 31 August 2022
The Board of Directors of Zamaz is pleased to announce the publication of its
Final Results and audited Annual Report and Accounts for the year ended 31
August 2022 (the "Annual Report").
Highlights in the year
• Turnover of £1.7m (2021 Zamaz only: £2.1m)
• Gross profit margin 19% (2021 Zamaz only:22%)
• Net loss before taxation £1.32m (2021 Zamaz
only:£0.48m)
• Completion of acquisition of Bella Dispensa S.r.l
Highlights following the year-end
• Completion of main market listing in September
• Completion of acquisition of Ecocarni
• Completion of acquisition of Eccellenze
Martin Groak, Chairman commented:
"This is the final Annual Report and Accounts from Zamaz as a private company.
As of 2 September this year, we are now listed on the Main Market of the
London Stock Exchange. This has been a major undertaking for what is
essentially a three-year-old start-up. Since the listing, we have been pleased
to announce two acquisitions to the Group and we continue to search for new
brand investments.
"The Group is currently ahead of its Business Plan in terms of turnover,
closing our first quarter as a listed company with an annualised run-rate
approaching £6 million.
"Zamaz' proven expertise in digital brand building, global marketplace
management and E-Commerce operations provides a business platform that is
ready to scale. As consumers migrate increasingly towards on-line shopping
globally, the Board sees tremendous opportunities to grow; to make further
acquisitions and to aggregate an expanding portfolio of brands selling across
multiple on-line and traditional channels."
The Annual Report will be published on the Company's
website: https://www.zamaz.tech/investors/financial-results-centre-and-annual-general-meetings/
(https://www.zamaz.tech/investors/financial-results-centre-and-annual-general-meetings/)
in compliance with its articles of association and the electronic
communications provisions of the Companies Act 2006. Key extracts from the
Annual Report can also be viewed below.
The Notice of Annual General Meeting will be announced separately.
Enquiries:
Zamaz plc
www.zamaz.tech
Chris Hill, CEO
c/o Walbrook PR Limited
Walbrook PR Limited
Paul Vann/Nick Rome/Joe Walker
Tel: 020 7933 8780 or 07768 807631
zamaz@walbrookpr.com
About Zamaz plc
Zamaz plc is a technology driven e-commerce business that originates,
acquires or licenses, operates and scales small and medium-sized brands with
category-winning products on global marketplaces. With ever prolific customer
data sources, the advent of turnkey e-commerce website platforms, such as
Shopify, and a thriving ecosystem of third-party software integrators, the
options available to launch and build brands that can be marketed, sold, and
shipped online quickly and globally with limited risk have never been more
compelling. Such marketplaces, led by Amazon and eBay, also provide connection
to millions of consumers, and have become a first-choice route-to-market for a
generation of micro and small and medium-sized enterprise businesses.
Zamaz mines and analyses data from such online retail technology platforms
which provide significant insights into consumer shopping behaviour and trends
and enable the business to deploy, market and sell an optimised portfolio of
brands, products, packs and prices aligned with active, real-time consumer
needs and demands principally on UK and EU Amazon marketplaces.
Chairman's Statement
This is the final Annual Report and Accounts from Zamaz as a private company.
As of 2 September this year, we are now listed on the Main Market of the
London Stock Exchange ("LSE") by way of a Direct Listing ("the Direct
Listing"). This has been a major undertaking for what is essentially a
three-year-old start-up and I should like to thank all our advisers and our
own team for their respective contributions.
Despite the distractions of the Direct Listing, during the year the Group has
focussed on putting the strategic building blocks in place for future success
starting with the acquisition of Bella Dispensa S.r.l. ("BD") in September
2021. BD is an Italian-based online retailer of gourmet Italian food
products which operates in one of the fastest growing online sectors, grocery
shopping. It is the Board's view that the extensive relationships that Bella
Dispensa has with its niche food suppliers made it a strong addition to the
Group's brand portfolio and will give Zamaz the opportunity to showcase and
sell BD products on its online platform.
As part of the BD acquisition, Daniele Besnati, a director of the BD vendor -
Concreta - was appointed to the Zamaz board. Daniele's appointment allowed
one of Zamaz's founders - Dominic White - to step down. Dominic left with
the Board's thanks and remains involved in Zamaz as a major shareholder
through his interest in the Company's largest shareholder, Maximum Return
Systems Group LLP.
In February 2022, I joined the Board along with Christopher Hill. We had a
mandate to implement the strategic transformation of the Group. Christopher
is an international, commercial, business builder and multi-sector marketeer.
He has held executive leadership, profit and loss management, senior sales and
marketing roles in FTSE 100 listed multi-nationals, private equity and venture
capital backed firms on successful paths to shareholder value creation and
exit, specialising in driving international expansion and transformative
growth for consumer-packaged goods brands and businesses across traditional
and e-commerce channels.
Following the acquisition of BD, the Group was successful in raising finance
from Atlas Capital Markets that has allowed the Group to successfully complete
the Direct Listing.
Following the successful move to the LSE, Raj Unnikandeth, one of the founding
directors of Zamaz, decided to step down from the Board. Raj left with the
Board's thanks for his service.
Since the listing, we have been pleased to announce two further acquisitions
to the Group. On 26 September 2022 BD agreed to acquire the entire issued
share capital of Ecocarni S.r.l. ("Ecocarni") a purveyor of premium quality
meats and associated products sourced from Italy and Argentina to both
wholesale and retail customers from its managed general store in Milan.
On 10 October 2022 BD agreed to acquire a 70 per cent. stake in Eccellenze
S.r.l. ("Eccellenze") a luxury food products business based at its flagship
store in one of Milan's premier districts. The acquisition of Eccellenze will
enable all three luxury branded food businesses within the Group to access
each other's customer bases and "cross-sell" products to a similar set of high
quality clients. Moreover Eccellenze has developed a platform to optimise
margins on e-commerce sales which BD intends to leverage in all its
activities. Eccellenze is also developing a premium catering delivery service
in Milan and will now be able to significantly enhance its offering whilst
providing an additional revenue source for both BD and Ecocarni. These three
businesses are currently being merged into one corporate entity.
The Group continues to search for new brand investments and it appears, from
our investigations, that the current tendency is pointing towards it being a
buyer's market.
Results
The results cover the period immediately prior to the Direct Listing and
therefore carry much of the burden associated with getting onto the London
Stock Exchange. There were in addition other headwinds that had to be dealt
with; in particular the commercial complications associated with Brexit, the
major increase in logistics costs coming from the Ukraine invasion, the
continuing impact of Coronavirus creating difficulties with availability of
certain items and Amazon raising their handling fees disproportionately.
Nevertheless, we continue to have excellent market acceptance for our largest
single e-commerce brand, Ecomoist, a non-toxic computer screen cleaner and
sanitiser and allied products.
We have been and will always be adapting our commercial approach to confront
challenges as they arise and we are constantly revisiting and reorganising our
operations to support the Group's accelerating growth. You can read more in
Chris Hill's CEO report.
Outlook
The Group is currently ahead of its business plan in terms of turnover: we
closed our first quarter as a listed company with an annualised run rate
approaching £6 million. The opportunities for organic geographical growth,
just within the Amazon platforms and just for Ecomoist are significant.
Moreover, as the selling synergies in Bella Dispensa begin to have an impact,
the Board believes it is reasonable to expect that number to rise.
Brand building, quality brand acquisition and aggregation, coupled with
E-Commerce and data-mining expertise make a very potent commercial offering
that is totally relevant to the direction of buying habits around the world.
Zamaz is unique on the London Stock Exchange, being the first company of its
type to have listed on the Main Market. Good quality companies that want to
join us see the value of a listing, where, instead of having to rely solely on
debt - and its current uncertainties - equity can be part of the funding mix
for growth,
The Board sees tremendous opportunities and many reasons to be optimistic.
Martin Groak
Chairman
FINAL RESULTS
References to Notes below are those to be found in the full 2022 Annual Report
and Accounts
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
FOR THE YEAR ENDED 31 AUGUST 2022
2022
Notes £
CONTINUING OPERATIONS
Revenue 3 1,679,105
Cost of sales (1,363,822)
GROSS PROFIT 315,283
Administrative expenses (1,511,652)
OPERATING LOSS (1,196,369)
Finance costs 8 (128,023)
Finance income -
LOSS BEFORE INCOME TAX 5 (1,324,392)
Income tax 6 (847)
LOSS FOR THE YEAR (1,325,239)
Loss attributable to:
Owners of the parent (1,325,239)
Non-controlling interests -
(1,325,239)
Loss per share expressed
in pence per share: 7
Basic (0.30)
Diluted (0.30)
Until the current financial year, the Group held no subsidiaries and
consolidated accounts are presented for the current financial year only.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
31 AUGUST 2022
2022
Notes £
ASSETS
NON-CURRENT ASSETS
Intangible assets 9 223,853
Goodwill 9 20,454,876
Property, plant and equipment 10 30,130
20,708,859
CURRENT ASSETS
Inventories 16 321,457
Trade and other receivables 15 767,092
Cash and cash equivalents 26,818
1,115,367
TOTAL ASSETS 21,824,226
EQUITY
SHAREHOLDERS' EQUITY
Called up share capital 13 178,031
Share premium 17 19,568,774
Translation reserve 17 5,278
Retained earnings 17 (1,639,816)
TOTAL EQUITY 18,112,267
LIABILITIES
CURRENT LIABILITIES
Trade and other payables 18 1,305,003
Short term borrowings 19 47,722
Bond 19 1,482,816
Lease liability 19 1,800
2,837,341
LIABILITIES
NON-CURRENT LIABILITIES
Trade and other payables 18 865,254
Bond 19 -
Lease liability 19 4,479
Deferred tax liability 4,885
874,618
TOTAL LIABILITIES 3,711,959
TOTAL EQUITY AND LIABILITIES 21,824,226
Until the current financial year, the Group held no subsidiaries and
consolidated accounts are presented for the current financial year only.
COMPANY STATEMENT OF FINANCIAL POSITION
31 AUGUST 2022
2022 2021
Notes £ £
As restated
ASSETS
NON-CURRENT ASSETS
Intangible assets 9 103,945 149,304
Property, plant and equipment 10 25,711 21,254
Investments 11 20,487,259 -
20,616,915 170,558
CURRENT ASSETS
Inventories 321,457 378,092
Trade and other receivables 15 704,750 445,732
Cash and cash equivalents 22,727 350,568
1,048,934 1,174,392
TOTAL ASSETS 21,665,849 1,344,950
EQUITY
SHAREHOLDERS' EQUITY
Called up share capital 13 178,031 50,000
Share premium 17 19,568,774 -
Retained earnings 17 (1,593,743) (314,577)
TOTAL EQUITY 18,153,062 (264,577)
LIABILITIES
CURRENT LIABILITIES
Trade and other payables 18 1,105,831 88,948
Short term borrowings 19 47,722 49,726
Bond 19 1,482,816 -
Lease liability 19 1,800 1,800
2,638,169 140,474
LIABILITIES
NON-CURRENT LIABILITIES
Trade and other payables 18 865,254 1,331
Long term bond 19 - 1,457,370
Lease liability 19 4,479 6,314
Deferred tax liability 4,885 4,038
874,618 1,469,053
TOTAL LIABILITIES 3,512,787 1,609,527
TOTAL EQUITY AND LIABILITIES 21,665,849 1,344,950
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2022
Called up share capital Share Translation Retained Total
earnings
premium reserve equity
£ £ £ £ £
Balance at 1 September 2021 (as restated) 50,000 - - (314,577) (264,577)
Loss for the year - - - (1,325,239) (1,325,239)
Other comprehensive income
Exchange difference on consolidation - - 5,278 - 5,278
Total comprehensive loss - - 5,278 (1,325,239) (1,319,961)
Transactions with owners
Issue of share capital 128,031 19,568,774 - - 19,696,805
Total transactions with owners 128,031 19,568,774 - - 19,696,805
Balance at 31 August 2022 178,031 19,568,774 5,278 (1,639,816) 18,112,267
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2022
Retained Share Total equity
Called up share capital earnings premium
£ £ £ £
Balance at 1 September 2020 (as previously stated) 50,000 133,122 - 183,122
Loss for the year (as previously stated) - (178,352) - (178,352)
Prior period adjustment (Note 23) (269,347) (269,347)
Total transactions with owners (as restated) - (477,699) - (447,699)
Balance at 31 August 2021 (as restated) 50,000 (314,577) - (264,577)
Loss for the year - (1,279,166) - (1,279,166)
Total comprehensive loss - (1,279,166) - (1,279,166)
Transactions with owners
Issue of share capital 128,031 - 19,568,774 19,696,805
Total transactions with owners 128,031 - 19,568,774 19,696,805
Balance at 31 August 2022 178,031 (1,593,743) 19,568,774 18,153,062
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 AUGUST 2022
2022
Notes £
Cash flows from operating activities
Cash generated from operations 1 (219,844)
Cash flows from investing activities
Purchase of property, plant and equipment (10,009)
Purchase of intangibles (113,551)
Cash acquired with subsidiary acquisition 6,135
Net cash from investing activities (117,425)
Cash flows from financing activities
Repayment of borrowings (81,339)
Proceeds from borrowings 77,500
Bond interest paid (59,182)
Proceeds of share issue 74,800
Net cash from financing activities 11,779
(Decrease) / Increase in cash and cash equivalents (325,490)
Cash and cash equivalents at beginning of year 350,568
Effect of foreign exchange rate changes 1,739
Cash and cash equivalents at end of year 26,818
Until the current financial year, the Group held no subsidiaries and
consolidated accounts are presented for the current financial year only.
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 AUGUST 2022
2022 2021
Notes £ £
As restated
Cash flows from operating activities
Cash generated from operations 1 (329,611) 105,954
Cash flows from investing activities
Purchase of property, plant and equipment (10,009) (8,000)
Purchase of intangibles - (181,432)
Interest received - 12
Net cash from investing activities (10,009) (189,420)
Cash flows from financing activities
Repayment of borrowings (81,339) -
Bond interest paid (59,182) (51,207)
Proceeds of share issue 74,800 -
Proceeds from borrowings 77,500 57,840
Net cash from financing activities 11,779 6,633
(Decrease) / Increase in cash and cash equivalents (327,841) (76,833)
Cash and cash equivalents at beginning of year 350,568 427,401
Effect of foreign exchange rate changes - -
Cash and cash equivalents at end of year 22,727 350,568
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