Business
Intended Acquisition and Suspension of Listing
Intended Acquisition and Suspension of Listing.
About this update from Boston International Holdings Plc
[{"type":"text","content":"\n \n \n RNS Number : 7099G\n Boston International Holdings PLC\n 19 March 2020\n \n \n \n \n For immediate release\n \n \n Boston International Holdings Plc\n (\"BIH\" or the \"Company\")\n \n 19 March 2020\n \n Intended Acquisition and Suspension of Listing\n \n 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.\n \n A detailed transaction structure has been agreed in outline with the Target and completion of the Intended Acquisition is conditional, inter alia, upon:\n \n \n ·the completion of satisfactory financial, legal and commercial due diligence on the Target as BIH may determine necessary;\n \n ·agreement on the composition of the new board of BIH;\n \n ·approval of a Rule 9 whitewash resolution in relation to the resultant shareholders at a general meeting by the shareholders of BIH;\n \n ·completion of a placing in order to provide additional working capital; and\n \n ·publication of a prospectus and admission of the enlarged share capital of BIH to the Standard List and to trading on the Main Market.\n \n 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.\n \n Suspension and Application for Listing\n \n 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.\n \n 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 Londo...