BIH Boston International Holdings Plc

TIDMBIH

RNS Number : 7099G

Boston International Holdings PLC

19 March 2020

For immediate release

Boston International Holdings Plc

("BIH" or the "Company")

19 March 2020

Intended Acquisition and Suspension of Listing

The Directors of BIH are pleased to inform shareholders that the Company has signed a heads of terms with Alexanders Discount Limited, an invoice factoring company based in Southeast England (the "Target"), in relation to the potential acquisition of the Target by BIH ("Intended Acquisition"). The heads of terms are non-binding save principally for provisions relating to exclusivity.

A detailed transaction structure has been agreed in outline with the Target and completion of the Intended Acquisition is conditional, inter alia, upon:

-- the completion of satisfactory financial, legal and commercial due diligence on the Target as BIH may determine necessary;

   --     agreement on the composition of the new board of BIH; 

-- approval of a Rule 9 whitewash resolution in relation to the resultant shareholders at a general meeting by the shareholders of BIH;

   --     completion of a placing in order to provide additional working capital; and 

-- publication of a prospectus and admission of the enlarged share capital of BIH to the Standard List and to trading on the Main Market.

The Directors are pleased that the Intended Acquisition will represent an investment in a similar sector to the one contemplated at the time of the BIH's original IPO in October 2016.

Suspension and Application for Listing

The Acquisition, if it proceeds, will constitute a Reverse Takeover under the Listing Rules since, inter alia, in substance it will result in a fundamental change in the business of BIH.

Accordingly, the Company has requested the suspension of the listing in the Company's ordinary shares on the Standard Segment of the Official List, and trading on the London Stock Exchange's Main Market has been suspended with effect from this morning, pending the publication of a prospectus and the application by the enlarged group for the Company to have its enlarged share capital listed on the Standard Segment of the Official List and admitted to trading on the London Stock Exchange's Main Market.

The Company will provide further update on the Intended Acquisition in due course.

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR").

ENDS

For more information please contact:

 
Boston International Holdings Plc 
Borden James                        +44 (0) 7379 668 907 
 

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END

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March 19, 2020 03:35 ET (07:35 GMT)

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