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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: 

• An increase in the interest rate to 15 per cent. 

• A reduction in the conversion price to the lesser of 

• £130 nominal value of stock for every 100 ordinary shares of £1 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 £67.00. 

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 £10.0 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 Stewart, Financial Dynamics	Financial PR	Tel: +44(0) 207 831 3113
Stuart Andrews/  Chris Clarke Evolution Securities Limited	Nominated Adviser	Tel: +44(0) 20 7071 4300

Website: www.amzholdings.com

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