Latest news with #LlamaGroupSA
Business Wire
25-04-2025
- Business
- Business Wire
Maxximum SA Strengthens Its Commitment to Llama Group SA through a Structured Financing Operation
BRUSSELS--(BUSINESS WIRE)--Regulatory news: Llama Group SA (Paris: ALLAM) (Brussels: ALLAM) announces the implementation of a structured financing mechanism by its main shareholder, Maxximum SA, aimed at supporting the company's strategic development in the coming months. As part of this initiative, Maxximum SA, which currently holds 5,307,818 shares representing 39.27% of Llama Group SA's share capital and 56.39% of the voting rights, plans to sell up to 1,307,818 of its Llama Group shares during the course of 2025. The net proceeds from each of these sales will then be made available to Llama Group SA, at a rate of 90% and immediately after each sale, in the form of a loan intended to finance the company's development. The remaining 10% will be used to cover the costs associated with the implementation of the operation. The receivable of Maxximum SA on Llama Group SA resulting from this loan will subsequently, and in any case no later than December 31, 2025, be contributed to the capital of Llama Group SA. This capital increase will be carried out based on the volume-weighted average selling price (VWAP) of the shares sold, reduced by 3%, in order to take into account the costs related to the operation, including the interest attached to the loan granted by Maxximum SA. The transaction has been designed to preserve market stability and to minimize any potential impact on the share price. The share sales will be conducted progressively throughout 2025, ensuring that they are integrated within normal market volumes, in order to avoid any undue pressure on the stock. The execution of the sales will be managed by TP Icap, an independent specialized firm, with a focus on full transparency and controlled execution. This mechanism enables Llama Group SA to access financial resources while limiting the dilutive impact for existing shareholders. The capital increase through the contribution in kind of the receivable held by Maxximum SA will take place at a pace aligned with the company's growth strategy and will support the gradual strengthening of its equity base. Illustrative example (for indicative purposes only): If Maxximum SA were to sell the full 1,307,818 shares at a volume-weighted average price of €1.212 (closing price as of April 23, 2025), the gross proceeds from the sale would amount to €1,585,075. Of this amount, €1,426,568 — i.e., 90% — would be loaned to Llama Group SA. Based on a contribution price of €1.1756 (VWAP minus 3%), this would result in the issuance of approximately 1,213,439 new shares as part of the capital increase by contribution in kind of the receivable, leading to a dilution of approximately 8.24%. Statement from Alexandre Saboundjian, main shareholder of Llama Group SA via Maxximum SA 'I firmly believe that Llama Group, through the Winamp project, carries a strong strategic vision and long-term value creation potential. This transaction reflects my personal commitment to support the company in its next stages of development. I am fully confident in the long-term success of this project and remain deeply committed to building an independent, innovative technology platform that serves artists. This financing mechanism was also designed to best protect the interests of existing shareholders, ensuring a gradual and controlled dilution, and was chosen as the most suitable option after an in-depth review of multiple financing solutions.' Next Meeting May 28, 2025 – General Ordinary Meeting About Llama Group Llama Group is a pioneer and leader in the digital music industry. With extensive expertise across various sectors, the group owns the iconic Winamp platform, the Bridger copyright management company, and the Jamendo music licensing company. Llama Group's ambition is to build the future of the music industry through sustained investment in a range of innovative solutions and in the talent and skills of people who love music. The group stands by its brand values: empowerment, access, simplicity, and fairness. Winamp's vision is a world where a cutting-edge music platform connects artists and their fans like never before. Bridger's mission is to support songwriters and composers by providing a simple and innovative solution for collecting royalties. Jamendo enables independent artists to generate additional income through commercial licenses. Finally, Hotmix offers a bouquet of more than sixty thematic and free digital radio stations.
Yahoo
11-02-2025
- Business
- Yahoo
LLAMA GROUP SA: Notice of the Ordinary General Meeting of Shareholders on March 12, 2025
BRUSSELS, February 11, 2025--(BUSINESS WIRE)--Regulatory News: The Board of Directors of Llama Group SA (Paris: ALLAM) (Brussels: ALLAM) (the "Company") is pleased to invite shareholders, holders of convertible bonds, and holders of subscription rights to attend the Ordinary General Meeting of Shareholders, which will be held on MARCH 12, 2025, at 10:30 AM (Belgian time) at the Company's headquarters. ContextModification of the 2023 Annual Accounts:During the Ordinary General Meeting on May 29, 2024, the shareholders of Llama Group SA approved the annual accounts for the financial year ending December 31, 2023. These accounts reported a net loss of EUR 5,236,385.65, bringing the total accumulated losses to EUR 20,972,490.13. However, during the preparation of the 2024 fiscal year tax declaration (based on 2023 figures), it was identified that an exceptional income recorded in 2023, resulting from debt reduction following the judicial reorganization procedure finalized that year, could be eligible for tax exemption under specific conditions. This exemption requires the exceptional income amount to be reclassified as an "Untaxed Reserves" ("Réserves Immunisées") within the equity section. After discussions with the tax administration, it was confirmed that Llama Group SA qualifies for this exemption, provided that the 2023 annual accounts are amended to reflect this reclassification. Impact of the Modification:Following the transfer of the exceptional income related to the judicial reorganization process into "untaxed reserves", the 2023 annual accounts have been adjusted accordingly in terms of "untaxed reserves" and retained losses. This modification does not impact the net result of the 2023 financial year but alters the equity composition to comply with fiscal requirements. Approval Required by the General Meeting:As the 2023 annual accounts were already approved in the May 2024 General Meeting, this modification requires validation through a new resolution by the General Meeting. This correction ensures that Llama Group SA complies with legal requirements and benefits from the tax exemption. This explanation aims to provide full transparency to shareholders and stakeholders while justifying the necessity of this modification. Management believes this step is in the best interest of the Company and its shareholders as it optimizes the tax impact for the 2023 financial year. AGENDA AND PROPOSED RESOLUTIONS 1. Review of the revised management report of the Board of Directors and the auditor's report on the annual accounts for the financial year ending December 31, 2023. 2. Approval of the annual accounts for the financial year ending December 31, 2023, and allocation of the result. Proposed resolution: The General Meeting approves the annual accounts for the financial year ending December 31, 2023. 3. Discharge of the directors from any liability for the execution of their mandates during the financial year ending December 31, 2023. Proposed resolution: The General Meeting grants discharge, by separate vote for each director, from any liability for the execution of their mandates for the financial year ending December 31, 2023. 4. Discharge of the auditor from any liability for the execution of their mandate during the financial year ending December 31, 2023. Proposed resolution: The General Meeting grants discharge to the auditor from any liability for the execution of their mandate for the financial year ending December 31, 2023. For the resolutions listed under items 2 to 4 of the agenda of the Ordinary General Meeting to be adopted, they must obtain a simple majority of the votes present or validly represented at the vote. Participation Formalities:To attend the Ordinary General Meeting, shareholders must comply with the following requirements: For registered shareholders: As per Article 25, first paragraph of the Company's bylaws, shareholders holding registered shares who wish to attend or be represented at the General Meeting must inform the Board of Directors by no later than February 25, 2025 via email at legal@ For dematerialized shares: As per Article 25, second paragraph of the Company's bylaws, shareholders holding dematerialized shares who wish to attend or be represented at the General Meeting must submit a certificate issued by their accredited financial institution confirming the unavailability of their dematerialized shares until the closing of the General Meeting. This certificate must be sent to the Company's headquarters or via email to legal@ no later than February 25, 2025 Identification requirements: Individuals attending the meeting as shareholders, proxies, or representatives of a legal entity must provide proof of identity to access the meeting. Representatives of legal entities must submit documents establishing their authority. Registration process: Participants are invited to arrive at the Company's headquarters (451 Route de Lennik – 1070 Brussels) between 10:00 and 10:20 for registration. Proxy voting: Each shareholder may appoint a proxy to represent them at the General Meeting. Original proxy forms, completed according to the Company's prescribed format, must be submitted by no later than February 25, 2025, at the Company's headquarters. Proxy forms may also be emailed by February 25, 2025, to legal@ provided that signed originals are submitted at the General Meeting before it begins. The proxy form template is available on the Company's website at For holders of convertible bonds or subscription rights: In accordance with Article 25, final paragraph of the Company's bylaws, holders of convertible bonds or subscription rights who wish to attend the Ordinary General Meeting (with advisory rights only) must notify the Board of Directors by email at legal@ no later than February 25, 2025. For the Board of Directors Alexandre SaboundjianCEO and Chairman of the Board NEXT MEETINGMarch 12, 2025 : Ordinary General Meeting About Llama GroupLlama Group is a pioneering and leading company in the digital music industry. With extensive expertise across multiple sectors, the group owns the iconic Winamp platform, the copyright management company Bridger, and the music licensing company Group aims to shape the future of the music industry through continuous investment in innovative solutions and in the talent and skills of those who love music. The group upholds the values of its brands: empowerment, access, simplicity, and fairness. Winamp's vision is to create a world where artists and their fans are more connected than ever through an advanced music platform. Bridger's mission is to support songwriters by providing them with an innovative and simple solution for collecting their royalties. Jamendo enables independent artists to generate additional revenue through commercial licensing. Hotmix offers a bouquet of over sixty free themed digital radio stations. View source version on Contacts Investor relations Olivier Van Gulckinvestors@ Sign in to access your portfolio
