Samarkand Group plc : Proposed Open Supply

Samarkand Group plc (SMK)
Samarkand Group plc : Proposed Open Supply
05-Sep-2022 / 10:28 GMT/BST
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The issuer is solely answerable for the content material of this announcement.

THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT IS INSIDE INFORMATION FOR

THE PURPOSES OF ARTICLE 7 OF REGULATION 596/2014

 

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5 September 2022

Samarkand Group plc

(“Samarkand”, the “Firm” or along with its subsidiaries the “Group”)

 

Proposed Open Supply of as much as 5,476,058 New Extraordinary Shares at 55 pence per share

 

 

Samarkand Group plc (AQSE:SMK), the cross-border eCommerce expertise, companies and shopper model group, is happy to announce its intention to boost as much as £3.0 million (earlier than bills) pursuant to the launch of an Open Supply of New Extraordinary Shares to all Qualifying Shareholders.  This may present Qualifying Shareholders with a possibility to subscribe for an mixture of 5,476,058 Open Supply Shares, on the premise of 1 Open Supply Share for each 10 Present Extraordinary Shares held on 2 September 2022, the Report Date, at 55 pence per Extraordinary Share (the “Subject Value”). The Subject Value of 55 pence represents a reduction of 12 per cent. to the closing center market worth of 62.5 pence per Extraordinary Share on 2 September 2022, the final practicable date previous to the announcement of the Open Supply.

 

The Firm’s strategic shareholder, International Smollan Holdings, has confirmed to the Firm that it intends to take up in full its primary Open Supply Entitlement of 808,753 New Extraordinary Shares on the Subject Value totalling a sum of roughly £444,814 and apply for an extra £755,186 below the Extra Open Supply Facility.  This confirms their intention to subscribe for roughly £1.2m in New Extraordinary Shares. Nonetheless, no assurance might be provided that any utility made by International Smollan Holdings below the Extra Open Supply Facility will probably be met in full or in any respect if different Qualifying Shareholders take-up their respective Open Supply Entitlements in full and/or make purposes below the Extra Open Supply Facility.

 

As well as, the three Government Administrators of the Firm have confirmed to the Firm that they every intend to take up their respective primary entitlements as much as an mixture quantity of roughly £300,000. Additional particulars on this are under.

 

Qualifying Shareholders subscribing for his or her full entitlement below the Open Supply may additionally request further New Extraordinary Shares by means of the Extra Utility Facility.  Any allotment of New Extraordinary Shares pursuant to the Extra Utility Facility will probably be on the sole discretion of the Board.  Within the occasion that the Open Supply is just not totally subscribed, it’s meant that the Board will reserve the suitable to request the Firm’s dealer, VSA Capital, to make use of affordable endeavours to position the surplus shares out there below the Open Supply with events, at not lower than the Subject Value, as a way to increase as much as the utmost proceeds below the Open Supply.

 

The Open Supply Shares will symbolize roughly 9.1 per cent. of the Firm’s issued peculiar share capital instantly following their Admission (assuming Open Supply Shares are taken-up in full or the Inserting Possibility is taken-up in full).

 

The phrases and circumstances of the Open Supply, together with the Extra Utility Facility, will probably be set out within the round to Shareholders. The round to Shareholders will set out the explanations for the Open Supply and supply additional data on the Open Supply. It’s anticipated that the round to Shareholders will probably be posted on or round 5 September 2022 and also will be out there at the moment on the Group’s web site, www.samarkand.world.  Phrases used on this announcement have the identical meanings as set out within the Open Supply round except in any other case outlined herein.

 

Causes for the Open Supply and Use of Proceeds

 

The Firm intends to deploy funds raised within the Open Supply to advertise current strategic priorities; to scale its eCommerce expertise and companies and speed up development in our owned manufacturers.

 

This announcement and different details about the Firm and our current actions, together with our regulatory announcement, investor shows and monetary studies, can be found on the Firm’s web site, www.samarkand.world.

 

The Open Supply gives a possibility for all Qualifying Shareholders to take part within the fundraising by subscribing for Open Supply Shares professional rata to their present holding of Extraordinary Shares.

 

The proceeds raised as a part of the dedication by International Smollan Holdings and the Government Administrators to use for a complete of approx. £1.5m will present the Firm with funds to progress the Firm’s present technique and present working capital which can guarantee higher monetary flexibility.

 

Present Buying and selling and Outlook

 

On 5 September 2022, the Group revealed its annual accounts which gives a snapshot of the Firm’s monetary place.

 

The present market surroundings is probably the most difficult the Group has skilled since its incorporation in 2016. The Group has needed to navigate unprecedented exterior market forces, particularly the zero tolerance strategy to COVID in mainland China, which has generated a excessive diploma of disruption within the operations throughout the Group.

 

Regardless of these disruptions, the underlying traits on which the Group was based endure – Chinese language customers’ urge for food for worldwide manufacturers and worldwide retailers’ want to make their manufacturers out there to Chinese language customers. The eCommerce sector through which the Group operates stays vibrant globally and China is the world’s largest eCommerce market, accounting for 50% of all eCommerce gross sales on the planet and an excellent larger share of the expansion.[1]

 

Final 12 months, the Group acquired Zita West and Napiers, each of which have carried out strongly since their acquisition and the Group is worked up about their future potential. The Group’s portfolio of premium well being and wellness manufacturers, together with Probio7, is effectively positioned to take benefit fashionable shopper traits equivalent to digestive well being, fertility and pure natural merchandise. Moreover, as UK targeted manufacturers they’re much less depending on the Chinese language marketplace for future development.

 

The Group is lucky to work with a variety of premium, unbiased magnificence, well being and wellness manufacturers as their China accomplice, enabling their development and improvement within the Chinese language market. Strengthening the Group’s experience in new and rising eCommerce channels equivalent to Douyin (TikTok in China) has given the Group the chance to additional develop its purchasers’ manufacturers within the fast-moving China eCommerce market.

 

The Group’s China Checkout resolution gained traction within the 12 months within the type of partnerships with giant enterprise and SME retailers and logistics suppliers equivalent to FedEx and its shareholder SF Specific. Enabling worldwide retailers to make China a part of their DTC technique is a major alternative for the Group and the Board sees robust development potential as many manufacturers prioritise their DTC methods.

 

The 12 months forward holds many thrilling alternatives for the Group linked to the continued development of eCommerce, the growing significance of the direct-to-consumer enterprise mannequin in addition to the optimistic traits driving the well being, wellness and sweetness sectors.

 

The previous 12 months has ready the Group to navigate accordingly to the sudden and the Group has demonstrated resilience, agility and adaptability within the face of a difficult surroundings and is effectively positioned to proceed to make progress.

 

Administrators’ proposed participation within the Open Supply

 

The Government Administrators have confirmed to the Firm that they intend to take up their primary Open Supply Entitlements totalling 545,454 New Extraordinary Shares on the Subject Value within the following proportions:

 

 

 

Anticipated Timetable of Occasions

 

 

 

Settlement and dealings

 

Utility will probably be made to the Aquis Inventory Trade for the admission to buying and selling on the Aquis Inventory Trade Development Market (“Admission”) of the New Extraordinary Shares. It’s anticipated that Admission of the New Extraordinary Shares will turn into efficient at 8.00 a.m. on 26 September 2022.

 

The New Extraordinary Shares will, when issued, rank pari passu in all respects with the Present Extraordinary Shares together with the suitable to obtain dividends and different distributions declared following Admission.

 

Following the difficulty of the New Extraordinary Shares (assuming full take-up below the Open Supply), the enlarged share capital of the Firm will probably be 60,236,643 Extraordinary Shares.

 

David Hampstead, CEO of Samarkand, mentioned:

 

“I’m delighted to have our strategic accomplice International Smollan Holdings and our Government Administrators commit to extend their funding within the Group. With this help we’re in a robust place to proceed to execute our strategic priorities and to capitalise on new alternatives which will emerge within the fast-evolving business through which we function.”

 

For extra data, please contact:

 

 

 

Notes to Editors 

 

Samarkand is a cross-border eCommerce expertise and retail group specializing in connecting Worldwide Manufacturers with China, the world’s largest eCommerce market. The Group has developed a proprietary software program platform, the Nomad platform, which is built-in throughout all needed touchpoints required for eCommerce in China together with eCommerce platforms, funds, logistics, social media and customs. The Nomad platform is the inspiration on which the Group’s Nomad expertise and repair options are constructed. The core merchandise embody Nomad Checkout, Nomad Storefront and Nomad Distribution. 

 

Based in 2016, Samarkand is headquartered in London, UK with places of work in Shanghai and Tokyo.

 

For additional data please go to https://www.samarkand.world/  

 

 

 

[1] https://www.insiderintelligence.com/content material/global-historic-first-ecommerce-china-will-account-more-than-50-of-retail-sales