Retail Offer to raise up to £0.25 million
Retail offer launched to raise up to £0.25 million alongside £2.1 million placing at 30p per share.
- Retail Offer size up to £0.25m
- Placing size £2.1m
- Issue price 30 pence per share
- Retail Offer Shares up to 833,333
- Placing Shares 7,000,000
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Zinc Media (AIM: ZIN), an award-winning television, brand and audio production group ("Zinc Media" or the “Company”, together with its subsidiary undertakings, the "Group") is pleased to announce a retail offer via BookBuild (the "Retail Offer") of up to 833,333 new ordinary shares of 0.125 pence each (“Ordinary Shares”) in the capital of the Company (the “Retail Offer Shares”) at a price of 30 pence per Retail Offer Share (the “Issue Price”).
In addition to the Retail Offer, on 29 October 2026 the Company announced the results of a placing of 7,000,000 new ordinary shares (the "Placing Shares") at the Issue Price to raise gross proceeds of approximately £2.1 million (the “Placing”). A separate announcement regarding the launch of the Placing and its terms was issued by the Company on 28 October 2026 (the “Launch Announcement”). For the avoidance of doubt, the Retail Offer is not part of the Placing. The Retail Offer is conditional on the completion of the Placing, but the Placing is not conditional upon the Retail Offer or the admission of the Retail Offer Shares.
The Retail Offer is wholly conditional upon, amongst other things, (a) completion of the Placing, (b) the Financing Approval being granted, (c) the passing of the Resolutions at the General Meeting by the Shareholders (or, in respect of the Whitewash Resolution, by the relevant majority of Independent Shareholders), (d) the Rule 9 Waiver being obtained, and (e) Admission becoming effective. Admission of the Retail Offer Shares pursuant to the Retail Offer (and the Placing Shares pursuant to the Placing) is expected to take place at 8.00 a.m. on or around 20 November 2026.
Expected Timetable in relation to the Retail Offer
| Retail Offer opens | 7.05 a.m. on 30 October 2026 |
| Latest time and date for commitments under the Retail Offer | 12.00 p.m. on 4 November 2026 |
| Results of the Retail Offer announced | 4 November 2026 |
| General Meeting | On or around 19 November 2026 |
| Admission and dealings in the Retail Offer Shares issued pursuant to the Retail Offer commence | On or around 20 November 2026 |
Notes:
- Each of the times and dates above are indicative only and subject to change. If any of the above times and/or dates change, the revised times and/or dates will be notified by the Company to Shareholders by announcement through a Regulatory Information Service.
- All of the above times refer to London time.
- Admission is conditional on, amongst other matters, the Financing Approval being granted, the passing of the Resolutions at the General Meeting without amendment, the Rule 9 Waiver being obtained and the Placing Agreement becoming unconditional in all respects (save for Admission) and not having been terminated in accordance with its terms by SCM Securities.
Dealing Codes
| Ticker | ZIN |
| ISIN for the Ordinary Shares | GB00BJVLR251 |
| SEDOL for the Ordinary Shares | BJVLR25 |
Retail Offer
The Company values its retail shareholder base and believes that it is appropriate to provide its retail shareholders in the United Kingdom the opportunity to participate in the Retail Offer. The Company is therefore making the Retail Offer available in the United Kingdom through the financial intermediaries which will be listed, subject to certain access restrictions, on the following website:
Singer Capital Markets Securities Limited will be acting as retail offer coordinator in relation to this Retail Offer (the “Retail Offer Coordinator”).
Existing retail Shareholders can contact their broker or wealth manager ("Intermediary") to participate in the Retail Offer. In order to participate in the Retail Offer, each intermediary must be on-boarded onto the BookBuild platform and agree to the final terms and the retail offer terms and conditions, which regulate, inter alia, the conduct of the Retail Offer on market standard terms and provide for the payment of commission to any intermediary that elects to receive a commission and/or fee (to the extent permitted by the FCA Handbook Rules) from the Retail Offer Coordinator (on behalf of the Company). Should any intermediary or its underlying client fail to meet the terms and conditions of the Retail Offer, the Retail Offer Coordinator retains the right to deny participation on this basis.
Any expenses incurred by any intermediary are for its own account. Shareholders should confirm separately with any intermediary whether there are any commissions, fees or expenses that will be applied by such intermediary in connection with any application made through that intermediary pursuant to the Retail Offer.
The Retail Offer is available only to existing Shareholders of the Company who are resident in the United Kingdom, who apply through a participating intermediary and satisfy the eligibility requirements set out below. Eligible shareholders include persons holding Ordinary Shares directly or beneficially through a nominee. The Retail Offer opens on the publication of this announcement and is expected to close at 12.00 p.m. on 4 November 2026. Investors should note that financial intermediaries may have earlier closing times. The Retail Offer may close early if it is oversubscribed.
The Retail Offer which is the subject of this announcement is and will, at all times, only be made to, directed at and may only be acted upon by those persons who are, existing Shareholders in the Company. To be eligible to participate in the Retail Offer, applicants must meet the following criteria before they can submit an order for Retail Offer Shares: (i) be a customer of one of the participating intermediaries listed on the above website; (ii) be resident in the United Kingdom, and (iii) be an existing Shareholder in the Company (which may include individuals aged 18 years or over, companies and other bodies corporate, partnerships, trusts, associations and other unincorporated organisations and includes persons who hold their shares in the Company directly or indirectly through a participating intermediary). For the avoidance of doubt, persons who only hold CFDs, Spreadbets and/or similar derivative instruments in relation to shares in the Company are not eligible to participate in the Retail Offer.
The Company reserves the right to scale back any order of Retail Offer Shares at its absolute discretion. The Company reserves the right to reject any application for subscription under the Retail Offer without giving any reason for such rejection.
Application will be made to the London Stock Exchange for the Retail Offer Shares to be admitted to trading on AIM. Admission and the commencement of dealings in the Retail Offer Shares is expected to take place at 8.00 a.m. on or around 20 November 2026, with the Retail Offer Shares expected to be credited to the relevant CREST accounts as soon as possible thereafter in accordance with the applicable settlement arrangements.
The net proceeds of the Retail Offer will be used for general working capital and to support and strengthen the Group’s balance sheet.
No offering document, prospectus or admission document has been or will be prepared or submitted to be approved by the Financial Conduct Authority (or any other authority) in relation to the Retail Offer, and investors' commitments will be made solely on the basis of the information contained in this announcement and information that has been published by or on behalf of the Company prior to the date of this announcement by notification to a Regulatory Information Service in accordance with the Financial Conduct Authority's Disclosure Guidance and Transparency Rules and UK MAR.
There is a minimum subscription of £100.00 per investor under the terms of the Retail Offer which is open to investors in the United Kingdom subscribing via the intermediaries which will be listed, subject to certain access restrictions, on the following website:
There is no maximum application amount to apply in the Retail Offer. The terms and conditions on which Shareholders subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges.
Shareholders should make their own investigations into the merits of an investment in the Company. Nothing in this announcement amounts to a recommendation to invest in the Company or amounts to investment, taxation or legal advice.
It should be noted that a subscription for Retail Offer Shares and investment in the Company carries a number of risks. Shareholders should take independent advice from a person experienced in advising on investment in securities such as the Retail Offer Shares if they are in any doubt.
Information to Distributors
UK product governance
Solely for the purposes of the product governance requirements contained within Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the UK Product Governance Requirements) may otherwise have with respect thereto, the Retail Offer Shares have been subject to a product approval process, which has determined that such securities are: (i) compatible with an end target market of investors who meet the criteria of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in paragraph 3 of the FCA Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution through all distribution channels (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, distributors (for the purposes of UK Product Governance Requirements) should note that: (a) the price of the Retail Offer Shares may decline and investors could lose all or part of their investment; (b) the Retail Offer Shares offer no guaranteed income and no capital protection; and (c) an investment in the Retail Offer Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Retail Offer.
For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of Chapter 9A or 10A respectively of the FCA Handbook Conduct of Business Sourcebook; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Retail Offer Shares.
EEA product governance
Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures in the European Economic Area (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the Retail Offer Shares have been subject to a product approval process, which has determined that the Retail Offer Shares are: (i) compatible with an end target market of (a) retail investors, (b) investors who meet the criteria of professional clients and (c) eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, distributors should note that: the price of the Retail Offer Shares may decline and investors could lose all or part of their investment; the Retail Offer Shares offer no guaranteed income and no capital protection; and an investment in the Retail Offer Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Retail Offer.
For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Retail Offer Shares.
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