REG - Boston International - Completion of Subscription, Board Changes and TVR

Boston International HoldingsAnnouncement

02/12/2024 16:45

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RNS Number : 4808O  Boston International Holdings PLC  02 December 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

2 December 2024

BOSTON INTERNATIONAL HOLDINGS PLC

("BIH" or the "Company")

Completion of Subscription by Zarara Energy Ltd for New Ordinary Shares in the
Company and Total Voting Rights

The board of directors of BIH (the "Board") is pleased to announce that
completion of the subscription by Zarara Energy Ltd ("ZEL") for 222,407,081
new ordinary shares of 0.1 pence each in the Company (the "Subscription
Shares") for £306,000 in cash took place on 29 November 2024 ("Completion").
The Subscription Shares were allotted and issued by the Company to ZEL
credited as fully paid up and ranking pari passu, and as one class with, the
existing 148,219,943 ordinary shares in the Company. The Subscription Shares
represent 60.00% of the enlarged issued share capital of the Company.

No application is being made for the present time for the Subscription Shares
to be admitted to listing on the FCA's Official List or to trading on the
London Stock Exchange's main market for listed securities.  In any event, the
listing and trading in the Company's existing issued ordinary shares is
currently suspended.

Board changes

On Completion, Said Mbarak Salim Al Digeil and William ('Brock') Henry Tuppeny
III (nominee Directors of ZEL) were appointed to the Board and Martin
Lampshire and Richard Hartheimer resigned from the Board.

Conversion of Outstanding Directors' Fees and Expenses into New Convertible
Loan Notes

As a result of Completion, the conversion of outstanding Directors' fees and
expenses due from the Company to them and their consultancy companies into an
aggregate principal amount of £246,982.20 New Convertible Loan Notes (as
announced by the Company on 29 October 2024) has become effective.

Total voting rights

Following the allotment and issue of the 222,407,081 Subscription Shares, the
Company's issued share capital consists of 370,627,024 ordinary shares of 0.1
pence, each with one voting right. The Company does not hold any ordinary
shares in treasury. Therefore, the total number of voting rights in the
Company is 370,627,024.

The above figure of 370,627,024 should be used by shareholders in the Company
as the denominator for the calculation by which they may determine if they are
required to notify their interest in, or change to their interest in, the
share capital of the Company under the FCA's Disclosure Guidance and
Transparency Rules.

For more information, please contact:-

 Boston International Holdings Plc
 Christopher Pitman, Chairman       +44 (0) 7768 104329
 Beaumont Cornish Limited (Rule 3/Financial adviser)
 Roland Cornish / Asia Szusciak                                 +44 (0) 20 7628 3396

Important Notice:-

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 and the independent adviser
to the Directors of the Company for the purposes of Rule 3 of the Takeover
Code. 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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