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REG - Boston International - Acquisition Update & New Convertible Loan Notes

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RNS Number : 5369Y  Boston International Holdings PLC  03 January 2024

The information contained within this announcement is deemed by the Company to
constitute inside information for the purposes of Article 7 of EU Regulation
596/2014 (which forms part of domestic UK law pursuant to the European Union
(Withdrawal) Act 2018) ("UK MAR"). Upon the publication of this announcement
via a Regulatory Information Service, this information is considered to be in
the public domain.

For immediate release

3 January 2024

BOSTON INTERNATIONAL HOLDINGS PLC

("BIH" or the "Company")

Update on the Proposed Acquisition and Issue of New Convertible Loan Notes

Further to the announcement on 5 October 2023 regarding the proposed
conditional acquisition by the Company of a Seychelles company, Hyperion
Resources Limited ("Hyperion") (the "Proposed Transaction"), the board of
directors of BIH (the "Board") is pleased to confirm that the transaction is
progressing in relation to the reverse takeover of Hyperion and seeking
re-admission of the Company's ordinary shares to a standard listing of the
Official List and to trading on the London Stock Exchange's Main Market as
soon as practicable (the "Re-Admission"). There can be no certainty that the
Proposed Transaction will complete as the Re-Admission remains subject to a
number of conditions and regulatory approvals including the approval by the
FCA of a prospectus and agreeing the eligibility under Listing Rule 14.
Subject to this, it is envisaged that the existing listing will be cancelled
and the enlarged issued share capital will be admitted to the Official List
and to trading on the Main Market for listed securities of the London Stock
Exchange.

The Company will make further updates in due course as the Proposed
Transaction progresses.

In addition, to provide additional working capital for the Company, on 3
January 2024 the Directors of BIH have each individually subscribed for a
total of £23,217.54 new zero coupon convertible unsecured loan notes (the
"New 2024 Loan Notes"). The New 2024 Loan Notes are repayable on 31 March
2024, do not carry interest and are convertible into ordinary shares at a
price of 0.75p. The Directors have subscribed for the following amounts:

Christopher Pitman:      £5,804.38

Martin Lampshire:         £5,804.38

Richard Hartheimer:      £5,804.39

William Borden James:  £5,804.39

The subscription by Directors for the New 2024 Loan Notes is considered to be
a material related party transaction for the purposes of DTR 7.3.8R.

 

For more information, please contact:-

 Boston International Holdings Plc
 Christopher Pitman, Chairman                  +44 (0) 7768 104329
 Beaumont Cornish Limited (Financial Adviser)  +44 (0) 20 7628 3396

 Roland Cornish / Asia Szusciak
 Peterhouse Capital Limited (Broker)
 Lucy Williams / Duncan Vasey                  +44 (0) 20 7469 0930

Beaumont Cornish Limited, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is Financial Adviser to the
Company in relation to the matters referred herein. Beaumont Cornish Limited
is acting exclusively for the Company and for no one else in relation to the
matters described in this announcement and is not advising any other person
and accordingly will not be responsible to anyone other than the Company for
providing the protections afforded to clients of Beaumont Cornish Limited, or
for providing advice in relation to the contents of this announcement or any
matter referred to in it.

 

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