Notice of Bondholders' General Meeting
17/02/2023 07:00
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RNS Number : 2721Q Zamaz PLC 17 February 2023
17 February 2023
Zamaz plc
("Zamaz" or "the Company")
Notice of Meeting of the holders of the Company's EUR 3,000,000 6% Fixed Rate
Bonds
due 30 April 2023 (ISIN GB00BL96TV97)
Zamaz plc (LSE: ZAMZ), the London-based international e-commerce and retail
technology aggregator of sustainable brands, announces that, as one of the
next steps in its growth funding strategy, and at the request of a number of
investors, a Notice of Meeting of the holders of the Company's EUR 3,000,000
6% Fixed Rate Bonds due 30 April 2023 ("the 6% Bonds"), ISIN GB00BL96TV97, has
been issued today.
The Notice, in the form of a Consent Solicitation Memorandum (the
"Memorandum"), and as described in the bond agreements, requests bondholders
to consider and, if thought fit, approve a proposal to modify the terms and
conditions of the 6% Bonds by way of an extraordinary resolution. The
meeting is scheduled to be held at 9.00 am on 9 March 2023 at 50, Sloane
Avenue, London, SW3 3DD.
The extraordinary resolution to be put to bondholders seeks approval for:
· the maturity of the 6% Bonds to be extended to 30 April 2026 from 30
April 2023; and
· an increase in the Nominal Value of the bonds to up to € 15,000,000
from € 3,000,000; and
· the Rate of Interest to be increased to 7.5 per cent. from 6.0 per
cent per annum.
Should the changes be approved, bondholders will be issued warrants to
subscribe for new Zamaz shares in an amount equal to the par value of bonds
held at the time of grant of the warrants divided by the £0.11 strike price
of the warrant, plus a further number of Zamaz shares at a deemed issue price
of nominal value, representing a 10% conversion premium. The duration of the
warrants will be three years from the implementation date. They will be
fully transferable.
The Company will issue a further announcement on the outcome of the
bondholders' meeting following its conclusion.
This announcement contains inside information for the purposes of the UK
Market Abuse Regulation and the Directors of the Company are responsible for
the release of this announcement.
Zamaz plc
Martin Groak, Chairman info@zamaz.tech
c/o Walbrook PR Limited
Walbrook PR Limited +44 20 7933 8780 or +44 07 768807631
Paul Vann/Nick Rome/Joe Walker 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.
About Bella Dispensa
Bella Dispensa, a wholly-owned subsidiary of Zamaz, is an Italian-based online
retailer of gourmet Italian food products which operates in one of the fastest
growing online sectors, grocery shopping. The extensive relationships that
Bella Dispensa enjoys with its niche food suppliers makes it a strong addition
to the Zamaz Brand Portfolio and will give Zamaz the opportunity to showcase
and sell Bella Dispensa sourced products on its online platform.
Bella Dispensa has already made two acquisitions since Zamaz listed on the
Main Market of the London Stock Exchange: Ecocarni, a purveyor of premium
quality meats and associated products sourced from Italy and Argentina to both
wholesale and retail customers, from its flagship store in Milan and
Eccellenze S.r.l. which has a retail store located on Milan's prestigious
Corso Venezia, one of the city's most exclusive and elegant avenues, being
part of the upscale Quadrilatero della moda shopping district. Recently
established in Q4 2021, Eccellenze has grown rapidly, and now offers over
1,000 premium quality food products in-store, including cheese, pasta, wine
and oil. Its highly experienced management team has also developed a unique
eno-gastronomic "lifestyle shopping experience" for its growing, highly
discerning client base.
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