2022 Final Audited Results
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 2014/596/EU, WHICH IS PART OF UNITED KINGDOM DOMESTIC LAW PURSUANT TO THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION (AS DEFINED IN UK MAR) IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN .
5 December 2022
Zamaz plc
"Zamaz" or "the Company"
Final Results and Audited Annual Report and Accounts
for the Year ended 31 August 2022
The Board of Directors of Zamaz is pleased to announce the publication of its Final Results and audited Annual Report and Accounts for the year ended 31 August 2022 (the "Annual Report").
Highlights in the year
• Turnover of £1.7m (2021 Zamaz only: £2.1m)
• Gross profit margin 19% (2021 Zamaz only:22%)
• Net loss before taxation £1.32m (2021 Zamaz only:£0.48m)
• Completion of acquisition of Bella Dispensa S.r.l
Highlights following the year-end
• Completion of main market listing in September
• Completion of acquisition of Ecocarni
• Completion of acquisition of Eccellenze
Martin Groak, Chairman commented:
"This is the final Annual Report and Accounts from Zamaz as a private company. As of 2 September this year, we are now listed on the Main Market of the London Stock Exchange. This has been a major undertaking for what is essentially a three-year-old start-up. Since the listing, we have been pleased to announce two acquisitions to the Group and we continue to search for new brand investments.
"The Group is currently ahead of its Business Plan in terms of turnover, closing our first quarter as a listed company with an annualised run-rate approaching £6 million.
"Zamaz' proven expertise in digital brand building, global marketplace management and E-Commerce operations provides a business platform that is ready to scale. As consumers migrate increasingly towards on-line shopping globally, the Board sees tremendous opportunities to grow; to make further acquisitions and to aggregate an expanding portfolio of brands selling across multiple on-line and traditional channels."
The Annual Report will be published on the Company's website: https://www.zamaz.tech/investors/financial-results-centre-and-annual-general-meetings/ in compliance with its articles of association and the electronic communications provisions of the Companies Act 2006. Key extracts from the Annual Report can also be viewed below.
The Notice of Annual General Meeting will be announced separately.
Enquiries:
Zamaz plc www.zamaz.tech
Chris Hill, CEO c/o Walbrook PR Limited
Walbrook PR Limited
Paul Vann/Nick Rome/Joe Walker Tel: 020 7933 8780 or 07768 807631
zamaz@walbrookpr.com
About Zamaz plc
Zamaz plc is a technology driven e-commerce business that originates, acquires or licenses, operates and scales small and medium-sized brands with category-winning products on global marketplaces. With ever prolific customer data sources, the advent of turnkey e-commerce website platforms, such as Shopify, and a thriving ecosystem of third-party software integrators, the options available to launch and build brands that can be marketed, sold, and shipped online quickly and globally with limited risk have never been more compelling. Such marketplaces, led by Amazon and eBay, also provide connection to millions of consumers, and have become a first-choice route-to-market for a generation of micro and small and medium-sized enterprise businesses.
Zamaz mines and analyses data from such online retail technology platforms which provide significant insights into consumer shopping behaviour and trends and enable the business to deploy, market and sell an optimised portfolio of brands, products, packs and prices aligned with active, real-time consumer needs and demands principally on UK and EU Amazon marketplaces.
Chairman's Statement
This is the final Annual Report and Accounts from Zamaz as a private company. As of 2 September this year, we are now listed on the Main Market of the London Stock Exchange ("LSE") by way of a Direct Listing ("the Direct Listing"). This has been a major undertaking for what is essentially a three-year-old start-up and I should like to thank all our advisers and our own team for their respective contributions.
Despite the distractions of the Direct Listing, during the year the Group has focussed on putting the strategic building blocks in place for future success starting with the acquisition of Bella Dispensa S.r.l. ("BD") in September 2021. BD is an Italian-based online retailer of gourmet Italian food products which operates in one of the fastest growing online sectors, grocery shopping. It is the Board's view that the extensive relationships that Bella Dispensa has with its niche food suppliers made it a strong addition to the Group's brand portfolio and will give Zamaz the opportunity to showcase and sell BD products on its online platform.
As part of the BD acquisition, Daniele Besnati, a director of the BD vendor - Concreta - was appointed to the Zamaz board. Daniele's appointment allowed one of Zamaz's founders - Dominic White - to step down. Dominic left with the Board's thanks and remains involved in Zamaz as a major shareholder through his interest in the Company's largest shareholder, Maximum Return Systems Group LLP.
In February 2022, I joined the Board along with Christopher Hill. We had a mandate to implement the strategic transformation of the Group. Christopher is an international, commercial, business builder and multi-sector marketeer. He has held executive leadership, profit and loss management, senior sales and marketing roles in FTSE 100 listed multi-nationals, private equity and venture capital backed firms on successful paths to shareholder value creation and exit, specialising in driving international expansion and transformative growth for consumer-packaged goods brands and businesses across traditional and e-commerce channels.
Following the acquisition of BD, the Group was successful in raising finance from Atlas Capital Markets that has allowed the Group to successfully complete the Direct Listing.
Following the successful move to the LSE, Raj Unnikandeth, one of the founding directors of Zamaz, decided to step down from the Board. Raj left with the Board's thanks for his service.
Since the listing, we have been pleased to announce two further acquisitions to the Group. On 26 September 2022 BD agreed to acquire the entire issued share capital of Ecocarni S.r.l. ("Ecocarni") a purveyor of premium quality meats and associated products sourced from Italy and Argentina to both wholesale and retail customers from its managed general store in Milan.
On 10 October 2022 BD agreed to acquire a 70 per cent. stake in Eccellenze S.r.l. ("Eccellenze") a luxury food products business based at its flagship store in one of Milan's premier districts. The acquisition of Eccellenze will enable all three luxury branded food businesses within the Group to access each other's customer bases and "cross-sell" products to a similar set of high quality clients. Moreover Eccellenze has developed a platform to optimise margins on e-commerce sales which BD intends to leverage in all its activities. Eccellenze is also developing a premium catering delivery service in Milan and will now be able to significantly enhance its offering whilst providing an additional revenue source for both BD and Ecocarni. These three businesses are currently being merged into one corporate entity.
The Group continues to search for new brand investments and it appears, from our investigations, that the current tendency is pointing towards it being a buyer's market.
Results
The results cover the period immediately prior to the Direct Listing and therefore carry much of the burden associated with getting onto the London Stock Exchange. There were in addition other headwinds that had to be dealt with; in particular the commercial complications associated with Brexit, the major increase in logistics costs coming from the Ukraine invasion, the continuing impact of Coronavirus creating difficulties with availability of certain items and Amazon raising their handling fees disproportionately. Nevertheless, we continue to have excellent market acceptance for our largest single e-commerce brand, Ecomoist, a non-toxic computer screen cleaner and sanitiser and allied products.
We have been and will always be adapting our commercial approach to confront challenges as they arise and we are constantly revisiting and reorganising our operations to support the Group's accelerating growth. You can read more in Chris Hill's CEO report.
Outlook
The Group is currently ahead of its business plan in terms of turnover: we closed our first quarter as a listed company with an annualised run rate approaching £6 million. The opportunities for organic geographical growth, just within the Amazon platforms and just for Ecomoist are significant. Moreover, as the selling synergies in Bella Dispensa begin to have an impact, the Board believes it is reasonable to expect that number to rise.
Brand building, quality brand acquisition and aggregation, coupled with E-Commerce and data-mining expertise make a very potent commercial offering that is totally relevant to the direction of buying habits around the world. Zamaz is unique on the London Stock Exchange, being the first company of its type to have listed on the Main Market. Good quality companies that want to join us see the value of a listing, where, instead of having to rely solely on debt - and its current uncertainties - equity can be part of the funding mix for growth,
The Board sees tremendous opportunities and many reasons to be optimistic.
Martin Groak
Chairman
FINAL RESULTS
References to Notes below are those to be found in the full 2022 Annual Report and Accounts
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
FOR THE YEAR ENDED 31 AUGUST 2022
|
|
|
|
|
2022 |
|
|
Notes |
|
|
£ |
|
|
|
|
|
|
|
CONTINUING OPERATIONS |
|
|
|
|
|
Revenue |
3 |
|
|
1,679,105 |
|
Cost of sales |
|
|
|
(1,363,822) |
|
|
|
|
|
|
|
GROSS PROFIT |
|
|
|
315,283 |
|
|
|
|
|
|
|
Administrative expenses |
|
|
|
(1,511,652) |
|
|
|
|
|
|
|
OPERATING LOSS |
|
|
|
(1,196,369) |
|
|
|
|
|
|
|
Finance costs |
8 |
|
|
(128,023) |
|
|
|
|
|
|
|
Finance income |
|
|
|
- |
|
|
|
|
|
|
|
LOSS BEFORE INCOME TAX |
5 |
|
|
(1,324,392) |
|
|
|
|
|
|
|
Income tax |
6 |
|
|
(847) |
|
|
|
|
|
|
|
LOSS FOR THE YEAR |
|
|
|
(1,325,239) |
|
|
|
|
|
|
|
Loss attributable to: |
|
|
|
|
|
Owners of the parent |
|
|
|
(1,325,239) |
|
Non-controlling interests |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
(1,325,239) |
|
Loss per share expressed |
|
|
|
|
|
in pence per share: |
7 |
|
|
|
|
Basic |
|
|
|
(0.30) |
|
Diluted |
|
|
|
(0.30) |
|
|
|
|
|
|
Until the current financial year, the Group held no subsidiaries and consolidated accounts are presented for the current financial year only.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
31 AUGUST 2022
|
|
|
|
|
|
2022 |
|
|
Notes |
|
|
|
£ |
|
ASSETS |
|
|
|
|
|
|
NON-CURRENT ASSETS |
|
|
|
|
|
|
Intangible assets |
9 |
|
|
|
223,853 |
|
Goodwill |
9 |
|
|
|
20,454,876 |
|
Property, plant and equipment |
10 |
|
|
|
30,130 |
|
|
|
|
|
|
|
|
|
|
|
|
|
20,708,859 |
|
|
|
|
|
|
|
|
CURRENT ASSETS |
|
|
|
|
|
|
Inventories |
16 |
|
|
|
321,457 |
|
Trade and other receivables |
15 |
|
|
|
767,092 |
|
Cash and cash equivalents |
|
|
|
|
26,818 |
|
|
|
|
|
|
|
|
|
|
|
|
|
1,115,367 |
|
|
|
|
|
|
|
|
TOTAL ASSETS |
|
|
|
|
21,824,226 |
|
|
|
|
|
|
|
|
EQUITY |
|
|
|
|
|
|
SHAREHOLDERS' EQUITY |
|
|
|
|
|
|
Called up share capital |
13 |
|
|
|
178,031 |
|
Share premium |
17 |
|
|
|
19,568,774 |
|
Translation reserve |
17 |
|
|
|
5,278 |
|
Retained earnings |
17 |
|
|
|
(1,639,816) |
|
|
|
|
|
|
|
|
TOTAL EQUITY |
|
|
|
|
18,112,267 |
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
CURRENT LIABILITIES |
|
|
|
|
|
|
Trade and other payables |
18 |
|
|
|
1,305,003 |
|
Short term borrowings |
19 |
|
|
|
47,722 |
|
Bond |
19 |
|
|
|
1,482,816 |
|
Lease liability |
19 |
|
|
|
1,800 |
|
|
|
|
|
|
2,837,341 |
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
NON-CURRENT LIABILITIES |
|
|
|
|
|
|
Trade and other payables |
18 |
|
|
|
865,254 |
|
Bond |
19 |
|
|
|
- |
|
Lease liability |
19 |
|
|
|
4,479 |
|
Deferred tax liability |
|
|
|
|
4,885 |
|
|
|
|
|
|
874,618 |
|
|
|
|
|
|
|
|
TOTAL LIABILITIES |
|
|
|
|
3,711,959 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL EQUITY AND LIABILITIES |
|
|
|
|
21,824,226 |
Until the current financial year, the Group held no subsidiaries and consolidated accounts are presented for the current financial year only.
COMPANY STATEMENT OF FINANCIAL POSITION
31 AUGUST 2022
|
|
||||||
|
|
|
|
2022 |
|
2021 |
|
|
|
Notes |
|
£ |
|
£ |
|
|
|
|
|
|
|
As restated |
|
|
ASSETS |
|
|
|
|
|
|
|
NON-CURRENT ASSETS |
|
|
|
|
|
|
|
Intangible assets |
9 |
|
103,945 |
|
149,304 |
|
|
Property, plant and equipment |
10 |
|
25,711 |
|
21,254 |
|
|
Investments |
11 |
|
20,487,259 |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
20,616,915 |
|
170,558 |
|
|
|
|
|
|
|
|
|
|
CURRENT ASSETS |
|
|
|
|
|
|
|
Inventories |
|
|
321,457 |
|
378,092 |
|
|
Trade and other receivables |
15 |
|
704,750 |
|
445,732 |
|
|
Cash and cash equivalents |
|
|
22,727 |
|
350,568 |
|
|
|
|
|
1,048,934 |
|
1,174,392 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS |
|
|
21,665,849 |
|
1,344,950 |
|
|
|
|
|
|
|
|
|
|
EQUITY |
|
|
|
|
|
|
|
SHAREHOLDERS' EQUITY |
|
|
|
|
|
|
|
Called up share capital |
13 |
|
178,031 |
|
50,000 |
|
|
Share premium |
17 |
|
19,568,774 |
|
- |
|
|
Retained earnings |
17 |
|
(1,593,743) |
|
(314,577) |
|
|
|
|
|
|
|
|
|
|
TOTAL EQUITY |
|
|
18,153,062 |
|
(264,577) |
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
CURRENT LIABILITIES |
|
|
|
|
|
|
|
Trade and other payables |
18 |
|
1,105,831 |
|
88,948 |
|
|
Short term borrowings |
19 |
|
47,722 |
|
49,726 |
|
|
Bond |
19 |
|
1,482,816 |
|
- |
|
|
Lease liability |
19 |
|
1,800 |
|
1,800 |
|
|
|
|
|
2,638,169 |
|
140,474 |
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
NON-CURRENT LIABILITIES |
|
|
|
|
|
|
|
Trade and other payables |
18 |
|
865,254 |
|
1,331 |
|
|
Long term bond |
19 |
|
- |
|
1,457,370 |
|
|
Lease liability |
19 |
|
4,479 |
|
6,314 |
|
|
Deferred tax liability |
|
|
4,885 |
|
4,038 |
|
|
|
|
|
874,618 |
|
1,469,053 |
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES |
|
|
3,512,787 |
|
1,609,527 |
|
|
|
|
|
|
|
|
|
|
TOTAL EQUITY AND LIABILITIES |
|
|
21,665,849 |
|
1,344,950 |
|
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2022
|
|
|
Called up share capital |
|
Share premium |
|
Translation reserve |
|
Retained |
|
Total equity |
|
|
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
Balance at 1 September 2021 (as restated) |
|
50,000 |
|
- |
|
- |
|
(314,577) |
|
(264,577) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the year |
|
- |
|
- |
|
- |
|
(1,325,239) |
|
(1,325,239) |
|
Other comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
Exchange difference on consolidation |
|
- |
|
- |
|
5,278 |
|
- |
|
5,278 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss |
|
- |
|
- |
|
5,278 |
|
(1,325,239) |
|
(1,319,961) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners |
|
|
|
|
|
|
|
|
|
|
|
Issue of share capital |
|
128,031 |
|
19,568,774 |
|
- |
|
- |
|
19,696,805 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total transactions with owners |
|
128,031 |
|
19,568,774 |
|
- |
|
- |
|
19,696,805 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 August 2022 |
|
178,031 |
|
19,568,774 |
|
5,278 |
|
(1,639,816) |
|
18,112,267 |
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2022
|
|
Called up share capital |
|
Retained earnings |
|
Share premium |
|
Total equity |
|
|
£ |
|
£ |
|
£ |
|
£ |
|
|
|
|
|
|
|
|
|
|
Balance at 1 September 2020 (as previously stated) |
50,000 |
|
133,122 |
|
- |
|
183,122 |
|
|
|
|
|
|
|
|
|
|
Loss for the year (as previously stated) |
- |
|
(178,352) |
|
- |
|
(178,352) |
|
Prior period adjustment (Note 23) |
|
|
(269,347) |
|
|
|
(269,347) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total transactions with owners (as restated) |
- |
|
(477,699) |
|
- |
|
(447,699) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 August 2021 (as restated) |
50,000 |
|
(314,577) |
|
- |
|
(264,577) |
|
|
|
|
|
|
|
|
|
|
Loss for the year |
- |
|
(1,279,166) |
|
- |
|
(1,279,166) |
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss |
- |
|
(1,279,166) |
|
- |
|
(1,279,166) |
|
|
|
|
|
|
|
|
|
|
Transactions with owners |
|
|
|
|
|
|
|
|
Issue of share capital |
128,031 |
|
- |
|
19,568,774 |
|
19,696,805 |
|
|
|
|
|
|
|
|
|
|
Total transactions with owners |
128,031 |
|
- |
|
19,568,774 |
|
19,696,805 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 August 2022 |
178,031 |
|
(1,593,743) |
|
19,568,774 |
|
18,153,062 |
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 AUGUST 2022
|
|
|
|
|
2022 |
|
|
Notes |
|
|
£ |
|
|
|
|
|
|
|
Cash flows from operating activities |
|
|
|
|
|
Cash generated from operations |
1 |
|
|
(219,844) |
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
Purchase of property, plant and equipment |
|
|
|
(10,009) |
|
Purchase of intangibles |
|
|
|
(113,551) |
|
Cash acquired with subsidiary acquisition |
|
|
|
6,135 |
|
|
|
|
|
|
|
Net cash from investing activities |
|
|
|
(117,425) |
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
Repayment of borrowings |
|
|
|
(81,339) |
|
Proceeds from borrowings |
|
|
|
77,500 |
|
Bond interest paid |
|
|
|
(59,182) |
|
Proceeds of share issue |
|
|
|
74,800 |
|
|
|
|
|
|
|
Net cash from financing activities |
|
|
|
11,779 |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Decrease) / Increase in cash and cash equivalents |
|
|
|
(325,490) |
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of year |
|
|
|
350,568 |
|
Effect of foreign exchange rate changes |
|
|
|
1,739 |
|
|
|
|
|
|
|
Cash and cash equivalents at end of year |
|
|
|
26,818 |
Until the current financial year, the Group held no subsidiaries and consolidated accounts are presented for the current financial year only.
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 AUGUST 2022
|
|
|
2022 |
|
2021 |
|
|
Notes |
£ |
|
£ |
|
|
|
|
|
As restated |
|
Cash flows from operating activities |
|
|
|
|
|
Cash generated from operations |
1 |
(329,611) |
|
105,954 |
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
Purchase of property, plant and equipment |
|
(10,009) |
|
(8,000) |
|
Purchase of intangibles |
|
- |
|
(181,432) |
|
Interest received |
|
- |
|
12 |
|
|
|
|
|
|
|
Net cash from investing activities |
|
(10,009) |
|
(189,420) |
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
Repayment of borrowings |
|
(81,339) |
|
- |
|
Bond interest paid |
|
(59,182) |
|
(51,207) |
|
Proceeds of share issue |
|
74,800 |
|
- |
|
Proceeds from borrowings |
|
77,500 |
|
57,840 |
|
|
|
|
|
|
|
Net cash from financing activities |
|
11,779 |
|
6,633 |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Decrease) / Increase in cash and cash equivalents |
|
(327,841) |
|
(76,833) |
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of year |
|
350,568 |
|
427,401 |
|
Effect of foreign exchange rate changes |
|
- |
|
- |
|
|
|
|
|
|
|
Cash and cash equivalents at end of year |
|
22,727 |
|
350,568 |
|
|
|
|
|
|
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