Business
Potential RTO of Topic S.A & Suspension of Listing
Potential RTO of Topic S.A & Suspension of Listing.
About this update from Boston International Holdings Plc
[{"type":"text","content":"\n\nThe 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.\nFor immediate release\n27 April 2023\nBOSTON INTERNATIONAL HOLDINGS PLC\n(\"BIH\" or the \"Company\")\nPotential Reverse Takeover of Topic S.A.\nSuspension of Listing\nThe Company is pleased to announce that it is in preliminary discussions with the shareholders of Topic S.A. (\"Topic\") for the acquisition by the Company of all (or, at least, not less than a majority) of the issued share capital of Topic in exchange for the issue of new ordinary shares in the Company (the \"Potential Acquisition\").\nTopic is a privately-owned, oil and gas exploration and production company, incorporated in Tunisia, with interests in three oil and gas blocks in offshore and onshore Tunisia:-\n- a 100% operated working interest in the offshore Halk el Menzel concession block which includes the producing Halk el Menzel oil field and which covers an offshore area of 570 km2 in the Gulf of Hammamet in northern Tunisia. The national oil company, Entreprise Tunisienne d'Activites Petroliere (ETAP), retains an option to acquire 50% of the concession in case of any new discovery within the concession area;\n- a 15% interest (30% working interest) in the onshore Jelma exploration block, covering an area of 7,216 km2 located in central west Tunisia - with the block currently operated by Enterprise Tunisienne d'Activites Petroliere (ETAP) holding an 85% interest; and\n- a 43.75% interest in the offshore Zelfa concession block, covering an area of 100 km2 and also located in in the Gulf of Hammamet in northern Tunisia, with Topic being the operator.\nPotential Acquisition/RTO\nThe Potential Acquisition, if completed would result in the Company's existing shareholders having a minority interest in the enlarged group (the \"Enlarged Group\") and would constitute a reverse takeover (\"RTO\") under the FCA's Listing Rules. The Company has therefore requested an immediate suspension o...