Schedule One - Zenova Group Plc | RNS | Ticker

Schedule One - Zenova Group Plc

RNS Announcement

RNS Number : 4390E

AIM

07 July 2021

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

Zenova Group plc ("Zenova", the "Company")

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Registered office:

9-13 St Andrew Street

London

EC4A 3AF

Trading address:

101 Kings Road

Brentwood

Essex

CM14 4DR

COUNTRY OF INCORPORATION:

England and Wales

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

https://zenovagroup.com/

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

The Company, is the holder of intellectual property to underpin a suite of fire safety and temperature management products and technology applicable to industrial, commercial and residential markets. The Company's current product range includes fire protection paint, insulating paint and render and extinguishing fluid, and it has further products in varying stages of development and testing.

The Company is not and does not intend to be a manufacturer of its end products. The Company has entered into a manufacturing agreement with an independent third-party manufacturer to produce its products in Europe and North America. The Company's subsidiary Zenova Distribution Limited will be solely responsible for the distribution for all of Zenova's products.

The UK is the Company's main country of operation.

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

23,684,203 Ordinary Shares of £0.001 each, at an issue price of £0.19

No restrictions on transfer.

No shares are to be held in treasury.

CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Capital to be raised on Admission: £4.5 million.

Anticipated market capitalisation: £17.74 million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

57%

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:

None

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Donald (Don) Oag Nicolson - Non-Executive Chairman

Tony John Crawley - Chief Executive Officer

Thomas Melchior - Finance Director

Etrur Albani - Executive Vice Chairman

Alain Emmanuel Jacques Gottesman - Independent Non-Executive Director

Fiona Madeleine Rodford - Independent Non-Executive Director

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

Shareholder	Percentage pre- Admission	Percentage - post-Admission
Motus Distribution Limited	0%	13.22%
Linden Holdings (Malta) Limited	21.62%	12.58%
1291207 B.C. Ltd	9.94%	5.79%
1291211 B.C. Ltd	9.94%	5.79%
Tony Crawley	9.08%	5.28%
Etrur Albani	8.65%	5.03%
Paul Williamson	8.65%	5.03%
Rockmasters Limited	8.00%	4.66%
Matthew Perry	7.78%	4.53%
Lumen Holdings Limited	5.52%	3.21%
Scott Wilkinson	3.89%	2.26%
Mircea Craciun	3.46%	2.01%
Tofta Limited	3.46%	2.01%

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

N/A

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) The current accounting reference date of the Company is 30 November.

(ii) 30 November 2020

(iii) Accounts for 6 months period ending 31 May 2021 (to be notified by 31 August 2021); Accounts for 12 months period ending 30 November 2021 (by 31 May 2022); Accounts for 6 months period ending 31 May 2022 (by 31 August 2022).

EXPECTED ADMISSION DATE:

22 July 2021

NAME AND ADDRESS OF NOMINATED ADVISER:

SPARK Advisory Partners Limited

5 St John's Lane

Farringdon

London

EC1M 4BH

NAME AND ADDRESS OF BROKER:

Brandon Hill Capital Limited

1 Tudor St

London

EC4Y 0AH

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

The Admission Document, which contains full details about the Company and the admission of its securities to trading on AIM, will be available for download from the Company's website: https://zenovagroup.com/

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

The QCA Corporate Governance Code, as published by the Quoted Companies Alliance.

DATE OF NOTIFICATION:

7 July 2021

NEW/ UPDATE:

New

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END

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RNS metadata

Title: Schedule One - Zenova Group Plc
Time: 10:00:01
Date: 7 Jul 2021
Category: Capital structure
ID: 4390E