Zoo Digital Group PLC Issue of Equity (5189M)
22 Septiembre 2021 - 12:59AM
UK Regulatory
TIDMZOO
RNS Number : 5189M
Zoo Digital Group PLC
22 September 2021
22 September 2021
ZOO Digital Group PLC
("ZOO", the "Group" or the "Company")
Issue of Equity in respect of the conversion of Convertible Loan
Stock Instruments
and Total Voting Rights
ZOO Digital Group plc, a world-leading provider of cloud-based
localisation and digital distribution services to the global
entertainment industry, announces that, following receipt of
notices to convert pursuant to a GBP1,731,500 7.5% unsecured
convertible redeemable loan stock instrument dated 1 September 2006
(as amended and reconstituted) ("CLN1") and a GBP800,000 7.5%
unsecured convertible redeemable loan stock instrument dated 21
November 2014 (as amended and reconstituted) ("CLN2"), on 20
September 2021, the Company issued 5,273,959 new ordinary shares in
the capital of the Company ("New Ordinary Shares") to those holders
of CLN1 and CLN2 who had served the notices to convert at a
conversion price of 48 pence per New Ordinary Share.
As part of the allotment of the New Ordinary Shares, it is
disclosed that Mrs Sara Green, the wife of Stuart Green, the CEO
and Director of ZOO, has converted the loan stock she held,
amounting to the principal sum of GBP614,500 which has been
converted into 1,280,208 New Ordinary Shares. It is also noted that
Herald Investment Trust ("Herald") has converted its loan stock,
amounting to the principal sum of GBP1,364,500 which has been
converted into 2,842,709 New Ordinary Shares.
The conversion of loan stock by Herald, a substantial
shareholder of the Company, and by Sara Green, the wife of Stuart
Green (and therefore an associate), constitute related party
transactions under the AIM Rules for Companies.
The Company's directors, with the exception of Stuart Green,
having consulted with the Company's nominated adviser, Stifel
Nicolaus Europe Limited, consider that the terms of the
transactions are fair and reasonable insofar as the Company's
shareholders are concerned.
Following the conversion of such loan stock under CLN1 and CLN2
there will be a remaining balance of the principal sum of GBP30,000
left in issue under CLN1 which has a maturity date of 31 October
2021. The Company anticipates this loan stock (together with all
outstanding interest on CLN1 and CLN2) will be redeemed in full on
the maturity date unless it receives notices to convert
beforehand.
Application will be made to the London Stock Exchange for the
5,273,959 New Ordinary Shares to be admitted to trading on AIM
("Admission") and dealings are expected to commence at 8.00 a.m. on
or around 28 September 2021. The New Ordinary Shares will rank pari
passu with the Company's existing Ordinary Shares.
The total number of Ordinary Shares in issue following Admission
will be 87,565,957. There are no Ordinary Shares held in treasury.
The total number of voting rights in the Company is therefore
87,565,957. This number 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 FCA's Disclosure Guidance 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
---------------------
Stifel Nicolaus Europe Limited
Fred Walsh / Tom Marsh +44 (0) 20 7710 7600
---------------------
Instinctif Partners +44 (0) 207 457 2020
Matthew Smallwood / Hannah Campbell zoo@instinctif.com
---------------------
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September 22, 2021 01:59 ET (05:59 GMT)
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