Boston Int Regulatory News (BIH)

For immediate release

17 March 2025

BOSTON INTERNATIONAL HOLDINGS PLC

("BIH" or the "Company")

Loan Facility Agreement

The Company announces that on 10 March 2025 it has entered into a bridge loan facility agreement with Zarara Energy Limited, the Company's 60% shareholder ("ZEL") for the provision by ZEL to the Company of a bridge loan facility of up to £248,375.34 to be drawn down in tranches to be agreed between the parties and with an allocation budget to be agreed for each utilisation (the "Loan Facility Agreement") to assist with the Company's working capital requirements.

Key terms of the Loan Facility Agreement:

(a) interest would be payable by the Company on any utilisation at 10% per annum from the relevant utilisation date;

(b) any amount drawn down/utilised could be prepaid by the Company at any time, but that all amounts drawn down/utilised (and all accrued interest) would be repayable on the earlier of (i) 30 June 2026 or (ii) the transaction date on which the Company receives funds from a fundraising.

On the same day, the Company has made a first utilisation request to drawn down £120,943.00 under the Loan Facility Agreement to settle various creditors.

Related party transaction

By virtue of ZEL holding of 60% of the issued share capital of the Company, ZEL is a 'related party' for the purposes of the Disclosure Guidance and Transparency Rules ("DTRs"). The entering into the Loan Facility Agreement constitutes a 'material related party transaction' for the purposes of DTR 7.3. Considering the Company requires funds to cover the anticipated working capital requirements, Christopher Pitman and Borden James, the two Directors of BIH, consider that the terms of such 'related party transaction' are fair and reasonable insofar as the shareholders of BIH are concerned and accordingly have approved the entering into the Loan Facility Agreement. Said Digeil, the Director representative of ZEL, did not participate in the approval of, or vote on, such transaction.

This announcement contains 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").

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