REG - Zoo Digital Group - Result of Retail Offer

Zoo DigitalAnnouncement

09/05/2023 07:15

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RNS Number : 6736Y  Zoo Digital Group PLC  09 May 2023

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN, INTO OR FROM THE UNITED STATES OF AMERICA, ITS TERRITORIES AND
POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA
(COLLECTIVELY, THE "UNITED STATES"), AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF
SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE OR
DISTRIBUTION WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR
CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY
PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN ZOO
DIGITAL GROUP PLC OR ANY OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS
ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION SHALL FORM THE BASIS OF, OR BE
RELIED ON IN CONNECTION WITH, ANY INVESTMENT DECISION IN RESPECT OF ZOO
DIGITAL GROUP PLC

 

This announcement contains inside information for the purposes of Article 7 of
EU Regulation 596/2014 as retained as part of UK law by virtue of the European
Union (Withdrawal) Act 2018 as amended. Upon the publication of this
Announcement, this inside information is now considered to be in the public
domain.

 

 9 May 2023

Zoo Digital Group PLC

 

("ZOO", the "Group" or the "Company")

 

Result of Retail Offer

 

Further to the announcement made by the Company on 28 April 2023, ZOO Digital
Group plc, a leading provider of end-to-end cloud-based localisation and media
services to the global entertainment industry, announces that it has raised
gross proceeds of £162,787.20 pursuant to its retail offer via the BookBuild
Platform from existing retail shareholders ("Retail Offer"). A total of
101,742 new ordinary shares of £0.01 each ("Retail Offer Shares") will be
issued at 160 pence per Retail Offer Share.

 

Consequently, an application has been made to the London Stock Exchange for
the admission of 101,742 Retail Offer Shares to trading on AIM ("Retail Offer
Admission"). Retail Offer Admission is expected to take place at 8.00 a.m. on
or around 12 May 2023.

 

The Retail Offer Shares, when issued, will be fully paid and will rank pari
passu in all respects with the existing Ordinary Shares, including the right
to receive all dividends and other distributions declared, made or paid after
the date of issue.

 

Following Retail Offer Admission, the Company's issued and fully paid up
shares capital will consist of 97,763,933 ordinary shares, all of which carry
one voting right per ordinary share. The Company does not hold any ordinary
shares in treasury. Therefore, the total number of ordinary shares and voting
rights in the Company will be 97,763,933. This figure may be used by
shareholders as the denominator for the calculations by which they will
determine if they are required to notify their interest in, or a change to
their interest in, the Company under the Financial Conduct Authority's
Disclosure Guide and Transparency Rules.

 For further enquiries please contact:

 ZOO Digital Group plc                                                +44 (0) 114 241 3700
 Stuart Green - Chief Executive Officer
 Phillip Blundell - Chief Finance Officer

 Kam Bansil - Investor Relations

 Stifel Nicolaus Europe Limited (Nominated Adviser and Joint Broker)  +44 (0) 20 7710 7600
 Fred Walsh / Tom Marsh / Richard Short

 Singer Capital Markets (Joint Broker and Retail Offer Coordinator)   +44 (0) 20 7496 3000
 Shaun Dobson / Asha Chotai / Oliver Platts

 Instinctif Partners                                                  +44 (0) 207 457 2020
 Matthew Smallwood / Joe Quinlan                                      zoo@instinctif.com

 

 

 

Important Notice

 

The content of this announcement has been prepared by and is the sole
responsibility of the Company.

 

This announcement and the information contained herein is restricted and is
not for publication, release or distribution, directly or indirectly, in whole
or in part, in or into or from the United States (including its territories
and possessions, any state of the United States and the District of Columbia
(the "United States" or "US")), Australia, Canada, Japan, the Republic of
South Africa or any other jurisdiction where to do so might constitute a
violation of the relevant laws or regulations of such jurisdiction.

 

The Retail Offer Shares have not been and will not be registered under the US
Securities Act of 1933, as amended (the "US Securities Act") or under the
applicable state securities laws of the United States and may not be offered
or sold directly or indirectly in or into the United States or to or for the
account or benefit of any US person (within the meaning of Regulation S under
the US Securities Act) (a "US Person"). No public offering of the Retail
Offer Shares is being made in the United States. The Retail Offer Shares are
being offered and sold outside the United States in "offshore transactions",
as defined in, and in compliance with, Regulation S under the US Securities
Act. In addition, the Company has not been, and will not be, registered under
the US Investment Company Act of 1940, as amended.

 

This announcement does not constitute an offer to sell or issue or a
solicitation of an offer to buy or subscribe for Retail Offer Shares in the
United States, Australia, Canada, Japan, the Republic of South Africa or any
other jurisdiction in which such offer or solicitation is or may be unlawful.
No public offer of the securities referred to herein is being made in any such
jurisdiction.

 

The distribution of this announcement may be restricted by law in certain
jurisdictions and persons into whose possession any document or other
information referred to herein comes should inform themselves about and
observe any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such jurisdiction.

 

Singer Capital Markets Securities Limited ("Singer"), which is authorised and
regulated in the United Kingdom by the FCA is acting solely for the Company
and no-one else in connection with the transactions and arrangements described
in this announcement and will not regard any other person (whether or not a
recipient of this announcement) as a client in relation to the transactions
and arrangements described in this announcement. Singer is not responsible to
anyone other than the Company for providing the protections afforded to
clients of Singer or for providing advice in connection with the contents of
this announcement or the transactions and arrangements described in this
announcement.

 

Stifel Nicolaus Europe Limited ("Stifel"), which is authorised and regulated
in the United Kingdom by the FCA is acting solely for the Company and no-one
else in connection with the transactions and arrangements described in this
announcement and will not regard any other person (whether or not a recipient
of this announcement) as a client in relation to the transactions and
arrangements described in this announcement. Stifel is not responsible to
anyone other than the Company for providing the protections afforded to
clients of Stifel or for providing advice in connection with the contents of
this announcement or the transactions and arrangements described in this
announcement.

 

 

The value of shares in the Company and the income from them is not guaranteed
and can fall as well as rise due to stock market movements. When you sell your
investment, you may get back less than you originally invested. Figures refer
to past performance and past performance is not a reliable indicator of future
results. Returns may increase or decrease as a result of currency
fluctuations.

 

The information in this announcement is for background purposes only and does
not purport to be full or complete. None of Singer, Stifel or any of their
respective affiliates, accepts any responsibility or liability whatsoever for,
or makes any representation or warranty, express or implied, as to this
announcement, including the truth, accuracy or completeness of the information
in this announcement (or whether any information has been omitted from the
announcement) or any other information relating to the Company or associated
companies, whether written, oral or in a visual or electronic form, and
howsoever transmitted or made available or for any loss howsoever arising from
any use of the announcement or its contents or otherwise arising in connection
therewith. Singer, Stifel and their respective affiliates, accordingly
disclaim all and any liability whether arising in tort, contract or otherwise
which they might otherwise be found to have in respect of this announcement or
its contents or otherwise arising in connection therewith.

 

Neither the content of the Company's website (or any other website) nor the
content of any website accessible from hyperlinks on the Company's website (or
any other website) is incorporated into or forms part of this announcement.
The Retail Offer Shares to be issued or sold pursuant to the Retail Offer will
not be admitted to trading on any stock exchange other than the AIM market of
the London Stock Exchange.

 

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