Ocean Finance Loans:
£9.12m
0.000p ()
11.25p
AIM
27 November 2007
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: zamano plc
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :
4 St Catherine's Lane West, Digital Hub, Dublin 8, Ireland
COUNTRY OF INCORPORATION: Ireland
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26: www.zamano.com
COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS
INVESTING STRATEGY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE
STATED:
zamano is a provider of digital entertainment to mobile devices, operating primarily in Ireland and the UK and with a
growing presence in Austrailia. zamano develops, promotes and distributes digital entertainment such as mobile content
and interactive services, and uses its technology platform, MMG, to deliver digital entertainment both directly to
consumers throught its B2C operations and indirectly through business partners via its B2B operations. The company
also delivers business customer developed content on its MMG platform.
Red Circle Technology Limited ("RCT") was founded by Gerard Dowling in 1998 and is a privately owned mobile content
services provider with headquarters in Dublin, Ireland. RCT's core business is the provision of content to consumers
for the personalisation of mobile devices. RCT delivers its content and applications via SMS and WAP. RCT operates
predominantly in the UK and Ireland. It recently established operations in Australia and the US, based on the same
business model and platform as used in the Uk and Ireland
Admission is sought as a result of a reverse takeover under AIM Rule 14
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):
Up to 81,434,806 ordinary shares of €0.001 nominal value
CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
No capital raised on admission.
Anticipated market capitalisation - £19.95 million (based on closing price on 23/11/07)
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
46.4%
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:
Irish Enterprise Exchange of the Irish Stock Exchange
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):
Roderick Alfred Matthews, Non Executive Chairman
John O'Shea, Managing Director
Colm Saunders, Finance Director
Brendan Mullin, Non Executive Director
Colin Patrick Tucker, Non Executive Director
John Michael Watson, 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):
Before % After %
Aurum Nominees Limited* 31.39 26.79
Grillon Holdings** 0.0 11.78
Electra Quoted Management Limited 8.99 7.67
Sean Mac Reamoinn 6.48 5.53
Enterprise Ireland 6.01 5.13
BNY (OCS) Nominess Limited 4.51 3.84
Nortrust Nominees Limited 4.46 3.80
Chase Nominees Limited 3.98 3.39
Dresdener Kleinwort Securities Limited 3.72 3.17
Pershing Keen Nominees Limited 3.52 3.01
Roderick Alfred Matthews 3.51 2.99
*Aurum Nominess Limited holds 21,813,533 Ordinary Shares, of which 1,357,653 are held for the benefit of Brendan
Mullin, a director of zamano
**Gerard Dowling is the ultimate beneficial owner of the ordinary shares held by Grillon Holdings Limited. The figure
assumes that the maximum number of Initial Consideration Shares is issued on Completion and excludes the Additional
Consideration Shares that may be issued subsequent to Admission
NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:
Gerard O'Keefe and Paul Coyle as selling shareholders of Eirborne Text Promotions Limited
(i) ANTICIPATED ACCOUNTING REFERENCE DATE : 31 December 2007
(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED: 6 months
ended 30 June 2007 (for zamano); year ended 31 May 2007 (for RCT)
(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19: 30 June
2008 for results for the year ended 31 December 2007, 30 September for the interim results for the 6 months
ended 30 June 2008, 30 June 2009 for results for the year ended 31 December 2008.
EXPECTED ADMISSION DATE: 13 December 2007
NAME AND ADDRESS OF NOMINATED ADVISER:
Seymour Pierce Ltd,
20 Old Bailey,
London EC4M 7EN
NAME AND ADDRESS OF BROKER:
Seymour Pierce Ltd,
20 Old Bailey,
London EC4M 7EN
NCB Stockbrokers Limited
3 George's Dock, IFSC
Dublin 1
Ireland
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: www.zamano.com
DATE OF NOTIFICATION: 26 November 2007
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The company news service from the London Stock Exchange