CLNs2 Sep 2022 10:08
Who has heard of a company listing with Convertible Loans [aka death spiral financing]?
"The Company has conditionally agreed to issue and Atlas Capital Markets LLC ("Atlas") has conditionally agreed to subscribe for: (i) 35,332,163 new Ordinary Shares issued as fully paid (the "Subscription Shares") (the "Atlas Equity Subscription") at £0.11 per share (equating to £3,692,211 at £0.1045 per share after a 5% discount from the £0.11 per share price (the "Atlas Equity Discount")) (the "Atlas Equity Subscription Price"); and (ii) up to £15,000,000 in principal amount of convertible loan notes ("CLNs") (equating to up to £14,550,000 in principal amount of CLNs after payment of a 3% fee due to Atlas (the "Atlas Transaction Fee")) with up to £2,250,000 (not subject to an Atlas Transaction Fee) of warrants attached ("Warrants"), pursuant to a subscriptionagreement (the "Subscription Agreement") between the Company and Atlas, dated 26 August 2022 (the "Atlas Facility Date") (the "Atlas Facility"). Duringthe period commencing on the Atlas Facility Date and ending at 5.00 p.m. on the third anniversary of such date (i.e., 26 August 2025) (the "Atlas FacilityCommitment Period"), the Company may (but shall not be obliged to) require Atlas to subscribe for CLNs, and the Company would be required to issue CLNsto Atlas in up to five tranches of 300 CLNs at £10,000 in principal amount per CLN (each, a "Tranche"), with each such Tranche comprising £3,000,000 (or£2,910,000 after payment of an Atlas Transaction Fee) in principal amount of CLNs with £450,000 of Warrants attached (being 15% of the value of CLNs in aTranche). On 26 August 2022, the Company issued instruments constituting the CLNs (the "CLN Instrument") and Warrants (the "Warrant Instrument", andtogether with the CLN Instrument and Subscription Agreement, the "Atlas Facility Documents")."
https://www.zamaz.tech/wp-content/uploads/2022/09/Zamaz-Prospectus-DEF.pdf
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