Company Update

Summary by AI ^BETAClose X

Boston International Holdings PLC announced an update on its funding and acquisition efforts, noting that its 60% shareholder, Zarara Energy Limited (ZEL), is experiencing short-term liquidity issues related to a US$1.5 million loan to an acquisition target, which has temporarily halted drawdowns under BIH's bridge loan facility. ZEL shareholders expect full recovery of the loan by 31 December 2025, which should allow for recommencement of drawdowns. Regarding acquisitions, BIH has considered various companies from Uzbekistan, Poland, and African countries in the oil and gas and financial services sectors since ZEL's subscription for 222,407,081 ordinary shares on 29 October 2024, but none have met the criteria for a reverse takeover; the company is currently in early discussions with several energy companies.

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Boston International Holdings PLC

01 December 2025

1 December 2025

BOSTON INTERNATIONAL HOLDINGS PLC

("BIH" or the "Company")

Update on Funding Arrangements and Status regarding Potential Acquisitions

The Directors of BIH wish to give an update on the Company's existing funding arrangements and the status regarding potential acquisitions.

Funding arrangements

As announced by the Company on 17 March 2025, the Company entered into a bridge loan facility agreement with Zarara Energy Limited ("ZEL"), the Company's 60% shareholder, to assist with the Company's working capital requirements (the "Loan Facility Agreement"). The Directors have recently become aware that ZEL has experienced some short term liquidity issues arising from an earlier loan (US$1.5 million) to an acquisition target, such that it has not been able to meet its commitments to the Company under the Loan Facility Agreement. The Company has been informed that shareholders of ZEL have entered into a settlement agreement with the acquisition target and are now expecting to fully recover the loan money, with first repayment due to be paid before 31 December 2025. Such repayments will enable the Company to recommence drawdowns from ZEL under the Loan Facility Agreement.

Status regarding Potential Acquisitions

Since completion on 29 October 2024 of the subscription by ZEL for 222,407,081 ordinary shares in the Company, the Board's efforts have focussed on finding a suitable business to acquire by way of a reverse takeover ("RTO"). Over the past year, the Directors have met various possible candidates, undertaken site visits and conducted initial due diligence on several businesses - the last being as recently as October 2025. Companies from Uzbekistan, Poland and certain African countries, covering both the oil and gas and financial services sectors, have been considered. Unfortunately, none of these candidates have met the necessary criteria for a successful RTO.

The Board is presently in early discussions with several energy companies, which will require further time to conclude. The Company will make further announcement(s) if, and as soon as, transaction terms are agreed.

For further information, please contact:-

Boston International Holdings Plc
Christopher Pitman, Chairman	chris.pitman@bihplc.com

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