EGM and Revised Convertible Loan Stock terms

 

TIDMAMZ 
 
RNS Number : 2702Y 
AMZ Holdings plc 
01 September 2009 
 

1st September  2009 
 
 
AMZ Holdings plc ("AMZ" or the "Company") 
 Extraordinary General Meeting 
Revised Convertible Loan Stock terms 
 
AMZ Holdings plc announces that an Extraordinary General Meeting of shareholders 
is to be held on 25th September 2009 to propose a resolution to waive the rights 
of pre-emption which would normally be applicable under Article 7.3.1 of the 
Company's Articles of Association. 
 
 
The Company is currently engaged in raising capital and is confident that it 
will meet both its redemption obligations as previously announced, and raise 
sufficient working capital to fund the Company's ongoing activities. It is 
currently envisaged that the funds will be raised through the issue of further 
convertible loan stock and that the terms of the existing Convertible Loan Stock 
2011 will be amended to reflect the terms of the new convertible loan stock to 
be issued. The key changes to the existing Convertible Loan Stock will be: 
 
 
  1.  An increase in the interest rate to 15 per cent. 
  2.  A reduction in the conversion price to the lesser of 
 
  *  GBP130 nominal value of stock for every 100 ordinary shares of GBP1 each 
  ("Ordinary Shares") or 
  *  the 30 day closing price average immediately preceding 31 October 2009, and 
  every annual anniversary thereafter (or if such date is not a business day, the 
  business day immediately following such day), subject to a minimal floor rate 
  per 100 ordinary shares of GBP67.00. 
 
 
 
The issuance of the new loan stock requires the Board to have the authority to 
issue Ordinary Shares up to the amount that could be issued on conversion of the 
existing Convertible Loan Stock and the proposed new convertible loan stock. 
This exceeds the Board's current authority and shareholders are therefore being 
asked to waive their rights of pre-emption otherwise applicable under Article 
7.3.1 of the Company's Articles of Association up to the amount required to meet 
full conversion under the existing Convertible Loan Stock's proposed new terms 
and the proposed new convertible loan stock. The Directors envisage that the 
maximum amount of convertible loan stock in issue under the new terms will be 
GBP10.0 million, which will include those existing Loan Stock 2011 holders who 
have not called for redemption and some of whom,  it is anticipated, will 
increase their participation. 
 
 
 
 
The Taiwanese legislature passed legislation earlier this year legalizing gaming 
for the offshore islands subject to a local referendum which will take place on 
26th September 2009. The Company anticipates that the referendum will be 
favourable, and that Penghu will be, thereafter, designated as the location 
where gaming resorts are to be established. 
 
 
The company believes that its resort approved landholding and the positive local 
developments will place it in an ideal strategic position to take advantage of 
the final government regulatory stipulations and subsequent interest in Penghu 
as the designated gaming location for Taiwan. 
 
 
 
The Directors continue discussions with potential investors and are confident of 
closing the current fundraising shortly after the local referendum in Penghu. 
Further details will be released thereafter. 
 
 
 
 
 
 
- Ends - 
 
 
 
 
For further information please contact: 
 
 
+--------------------------------+------------------+-------------------------+ 
| Jonathon Brill/Caroline        | Financial PR     | Tel: [phone]     | 
| Stewart,                       |                  | 3113                    | 
| Financial Dynamics             |                  |                         | 
|                                |                  |                         | 
+--------------------------------+------------------+-------------------------+ 
| Stuart Andrews/                | Nominated        | Tel: [phone]     | 
| Chris Clarke                   | Adviser          | 4300                    | 
| Evolution Securities Limited   |                  |                         | 
+--------------------------------+------------------+-------------------------+ 
 
 
Website: www.amzholdings.com 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
 MSCPBMMTMMJJTRL