Subscription raises £6m, LDA financing cancelled

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310

Zoetic International plc

('Zoetic' or the 'Company')

Subscription to raise £6 million, cancellation of financing agreement and management change

Subscription

Zoetic, the international CBD group, is pleased to announce that it has successfully raised £6,000,000 (before expenses) through an oversubscribed subscription for 10,000,000 new ordinary shares of 1 pence each ("Ordinary Shares") at a price of 60 pence per Ordinary Share (the "New Shares") from a number of new and existing shareholders (the "Subscription"). 

The net proceeds of the Subscription will be used to terminate the financing agreement with LDA Capital and to: (i) continue the US rollout of Chill products following the successful October 2020 launch; (ii) launch new product across the Group's core brands; and (iii) to relaunch the Group's product websites.

An Application will be made to the London Stock Exchange for the New Shares to be admitted to trading on the Main Market of the London Stock Exchange and to the Standard Segment of the FCA Official List ("Admission").  It is expected that Admission will become effective and that dealings in the New Shares on the Main Market of the London Stock Exchange will commence on or around 18 May 2021.

Subscribers for the New Shares will also be issued with warrants on Admission to subscribe for new Ordinary Shares at 120 pence per new Ordinary Share at any point in the three years from Admission (the "Warrants") at a ratio of one Warrant per one New Share subscribed for.  As a result, a total of 10,000,000 Warrants are being issued by Zoetic to the subscribers.  The Warrants will not be listed on any exchange.

On Admission, the Company will have 212,070,034 Ordinary Shares in issue, each with one voting right.  There are no shares held in treasury.  Therefore, the Company's total number of Ordinary Shares and voting rights will be 212,070,034 and this figure may be used by shareholders from Admission 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.

Termination of the financing agreement with LDA Capital

Concurrent with the Subscription, the Company has agreed with LDA Capital Limited ("LDA Capital") the termination of the Financing Agreement announced (and as defined) on 9 March 2021.  Pursuant to a settlement agreement dated 4 May 2021 (the "Settlement Agreement") Zoetic will pay LDA Capital £1,200,000 to terminate the Financing Agreement.  Zoetic intends to make this payment shortly after Admission.

Management change

Mr Paul Ferguson, the Company's Chief Financial Officer, will be leaving the Company with immediate effect.

- Ends -

Publication on website

A copy of this announcement is also available on the Group's website at www.zoeticinternational.com

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