TIDMGUN
RNS Number : 0491B
Gunsynd PLC
27 January 2020
Gunsynd plc
("Gunsynd" or the "Company")
Human Brands Update
Gunsynd Plc (AIM: GUN, NEX: GUN) is pleased to announce that
following the expiry of the loan note announced by the Company on
18 December 2017 detailing a loan from Gunsynd to Human Brands Intl
Inc ("Human Brands"), the parties have agreed to roll that loan
note, along with other outstanding loan notes, into one new loan
note (the "Loan Note") with a principal value of GBP378,575 (which
includes principal and rolled up interest on the existing loan
notes which will be cancelled) as follows:
-- The Loan Note will accrue interest at 12% per annum;
-- the repayment of the Loan Note is due on 20 January 2021
("Repayment Date"). The payment at maturity will include the
principal amount of the Loan Note plus all accrued interest;
-- Gunsynd shall be entitled at any stage on or prior to the
Repayment Date to convert all or any part of the Loan (and any
outstanding interest thereon) into ordinary shares in the capital
of Human Brands by serving a conversion notice on Human Brands. The
conversion price will be determined by dividing GBP3,500,000
(representing the agreed pre-money valuation of the ordinary share
capital of Human Brands) by the total number of ordinary shares in
issue immediately prior to conversion.
In recognition of the efforts of Gunsynd to assist with its
proposed London Stock Exchange listing, Human Brands will, within 5
Business Days of each Fundraising Event (as defined below) which
occurs in 2020, Human Brands shall issue ordinary shares to Gunsynd
in order to ensure that:
i. where the total amounts raised pursuant to Fundraising Events
occurring in 2020 (Raised Funds) are equal to or less than
US$350,000, Human Brands shall issue an aggregate number of Fee
Shares equal to 1% of the entire issued share capital of Human
Brands to Gunsynd as enlarged by the applicable Fundraising
Event;
ii. where the Raised Funds are greater than US$350,000 but equal
to or less than US$500,000, Human Brands shall issue an aggregate
number of Fee Shares equal to 2% of the entire issued share capital
of Human Brands to Gunsynd as enlarged by the applicable
Fundraising Event; and
iii. where the Raised Funds are more than US$500,000, Human
Brands shall issue an aggregate number of Fee Shares equal to 3% of
the entire issued share capital of Human Brands to Gunsynd as
enlarged by the applicable Fundraising Event.
A Fundraising Event means either (i) a placing of Ordinary
Shares carried out pursuant to an IPO of Human Brands on any
recognised investment exchange or (ii) the raising of funds on a
crowdfunding platform in the UK by Human Brands.
Business Update
Human Brands has received confirmation from a major US liquor
retailer, that its submission for its Japanese Whisky, Shinju, has
been approved. Total Wine & More ("Total") informed Human
Brands that its corporate office has approved Shinju to start
selling in selected stores immediately.
This is a major step for Shinju as it will now be available to
the public in one of the largest independent alcohol retailers in
the United States. Total has over 200 stores across the country and
achieves over $2B in sales nationwide.
This will provide significant exposure for Shinju. The brand
will start selling in Total's Florida, Massachusetts, Maryland and
New York locations. These are the states where Human Brands
currently has distribution for Shinju (in addition to Washington
DC). As distribution expands into new states, Shinju will be added
to Total's locations in those areas.
Human Brands is in discussions with a number of parties with
respect to raising funds, in particular to increase its marketing
and distribution of Shinju both domestically and internationally,
and to launch its Copa Imperial tequila brand.
The audited accounts of Human Brands to December 31, 2018 show
an increase in revenue of 41% in the year ended 31 December 2018 to
$1.036m. Gross profit increased by 34% to the year to $0.648m. Net
loss before non-cash items increased from ($231k) to ($418k). The
accounts of Human Brands have now also been audited up to 30 June
2019. The results compared to the 6 months ended 30 June 2018 show
an increase in revenue of 14% and an increase in gross profit of
29%.
The redomiciling of Human Brands to the UK and renaming as Rogue
Baron Limited is anticipated to take place within the next 2-4
weeks. A further announcement will be made when this is
concluded.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014.
The Directors of Gunsynd accept responsibility for this
announcement.
For further information please contact:
Gunsynd plc
Hamish Harris +44 20 7440 0640
Cairn Financial Advisers LLP
James Caithie / Liam Murray +44 20 7213 0880
Peterhouse Corporate Finance
Lucy Williams +44 20 7469 0930
Forward Looking Statements
This announcement contains forward-looking statements relating
to expected or anticipated future events and anticipated results
that are forward-looking in nature and, as a result, are subject to
certain risks and uncertainties, such as general economic, market
and business conditions, competition for qualified staff, the
regulatory process and actions, technical issues, new legislation,
uncertainties resulting from potential delays or changes in plans,
uncertainties resulting from working in a new political
jurisdiction, uncertainties regarding the results of exploration,
uncertainties regarding the timing and granting of prospecting
rights, uncertainties regarding the Company's or any third party's
ability to execute and implement future plans, and the occurrence
of unexpected events. Actual results achieved may vary from the
information provided herein as a result of numerous known and
unknown risks and uncertainties and other factors.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
MSCBRMATMTJTBBM
(END) Dow Jones Newswires
January 27, 2020 10:35 ET (15:35 GMT)
Gunsynd (LSE:GUN)
Historical Stock Chart
From Apr 2024 to May 2024
Gunsynd (LSE:GUN)
Historical Stock Chart
From May 2023 to May 2024