MediaZest Plc Fundraising of GBP150,000 via Convertible Loan Notes
05 Agosto 2020 - 1:00AM
UK Regulatory
TIDMMDZ
Market soundings, as defined in the EU Market Abuse Regulation (MAR), were
taken in respect of the Fundraise with the result that certain persons became
aware of inside information, as permitted by MAR. That inside information is
set out in this announcement and has been disclosed as soon as possible in
accordance with paragraph 7 of article 17 of MAR. Therefore, those persons
that received inside information in a market sounding are no longer in
possession of inside information relating to the Company and its securities.
5 August 2020
MediaZest Plc
("MediaZest", the "Company" or the "Group"; AIM: MDZ)
Fundraising of GBP150,000 via Convertible Loan Notes
MediaZest (AIM: MDZ), the creative audio-visual company, announces that it has
raised GBP150,000 (before expenses) via the issue of unsecured convertible loan
notes (the "CLNs") to new and existing investors (the "Fundraise"). The CLNs
have a maturity date of 5 August 2023 (the "Maturity Date") and can be
converted into ordinary shares of 0.01p in MediaZest ("Ordinary Shares").
The net proceeds of the Fundraise will provide the Group with additional
working capital.
CLN Terms
The terms of the CLNs are as follows:
* 3-year CLN (the "Term"), with interest of 7% per annum, payable quarterly
in arrears;
* MediaZest will make a bullet repayment to each investor at the end of the
Term if the CLN (in whole or in part) remains unconverted;
* The Company may repay in full the CLN at any time, including accumulated
interest on a pro-rata basis;
* Each investor can convert the CLNs (in whole or in part) into new Ordinary
Shares in MediaZest by serving written notice 14 days after each annual
anniversary during the Term;
* The CLN conversion rate will be calculated by dividing the principal amount
of the CLN by the mid-market price of the Ordinary Shares, on the last
business day before the relevant anniversary date of the CLN, less a
discount of 10%; and
* If the CLN is repaid at the end of the Term then warrants over new Ordinary
Shares will be granted to each investor (the "Warrants"). The number of
Warrants granted will be calculated by dividing a sum equal to 10% of the
principal amount of the CLN by the mid-market price of the shares in MDZ at
on the last business day before the closing of the CLN. The Warrants'
exercise price will be the mid-market price of the shares in MDZ on the
last business day before the closing of the CLN and the Warrants will
expire 12 months from the date of grant.
Geoff Robertson, MediaZest's CEO said: "We are delighted to announce the
Fundraise at a difficult time for all businesses and we're grateful for the
continuing support of shareholders as we move out of the UK lockdown period and
seek to build on the Group's encouraging performance in the run up to the
Covid-19 outbreak."
Further Information and Related Party Transaction
Certain existing shareholders have subscribed for CLNs as part of the
Fundraise.
City and Claremont Capital Assets Ltd ("CCCAL") is a substantial shareholder in
the Company and has subscribed for GBP100,000 of CLNs pursuant to the Fundraise
(the "CCCAL Subscription").
The CCCAL Subscription therefore constitutes a related party transaction in
accordance with AIM Rule 13 of the AIM Rules for Companies. The Directors who
are all considered to be independent Directors for these purposes, having
consulted with the Company's nominated adviser, SP Angel Corporate Finance LLP,
consider the terms of the CCCAL Subscription to be fair and reasonable insofar
as the Company's shareholders are concerned.
Enquiries:
Geoff Robertson 0845 207 9378
Chief Executive Officer
MediaZest Plc
David Hignell/Soltan Tagiev 020 3470 0470
Nominated Adviser
SP Angel Corporate Finance LLP
Claire Noyce 020 3764 2341
Broker
Hybridan LLP
Notes to Editors:
About MediaZest
MediaZest is a creative audio-visual systems integrator that specialises in
providing innovative marketing solutions to leading retailers, brand owners and
corporations, but also works in the public sector in both the NHS and Education
markets. The Group supplies an integrated service from content creation and
system design to installation, technical support, and maintenance. MediaZest
was admitted to the London Stock Exchange's AIM market in February 2005. For
more information, please visit www.mediazest.com
END
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