Conversion to Equity of Remaining Facility Agreement

Clean Invest Africa Plc

(“CIA” or the “Company")

AQUIS: CIA

CIA completes convertion of GBP5.2m Facility Agreement to equity at 1p per share, following partial conversion in April 2022.

Directors Holding in Company

Clean Invest Africa Plc is pleased to announce that it has successfully completed the conversion from debt to equity of the Facility Agreement convertible loan note (“CLN”), as set out in paragraph 8.13, Part VI of its Admission Document dated 14 June 2019.  The CLN is now fully converted to equity.

This follows a previous debt to equity conversion of the Facility Agreement, and the details are disclosed in the announcement of 5 April 2022.

Shaikh Mohamed Abdulla Khalifa AlKhalifa has notified the Company of the immediate conversion of the remaining GBP 531,657.65, outstanding CLN, leading to the issuance of 53,165,765 new Ordinary Shares to Shaikh Mohamed Abdulla Khalifa AlKhalifa.

After conversion of the CLN, the Shaikh Mohamed Abdulla Khalifa AlKhalifa, Non-Executive Chairman, there is no further debt outstanding pursuant to the CLN.

Application has been made for the 53,165,765 new ordinary shares to trading on the Aquis Growth Market and this is expected to occur on or around 16 February 2024.

Following the CLN conversions, the following Directors will hold:

Director	Ordinary Shares	% of Enlarged Share Capital
Shaikh Mohamed Abdulla Khalifa AlKhalifa	560,784,969	27,42 %
Contax Partners Inc. (beneficially owned by Filippo Fantechi)	542,035,789	26,50 %

Following the issue of the 53,165,765 new ordinary shares to the Shaikh Mohamed Abdulla Khalifa AlKhalifa, the Company will have 2,045,707,702 Ordinary Shares of 0.25 pence each in issue, which also represents the total number of voting rights in the Company. This figure should be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules.

CIA Chief Executive Officer, Filippo Fantechi remarked that: “With the CLNs fully converted, there is no further debt outstanding, providing increasing confidence in our Company prospects, and today’s confirmation of the final conversion to ordinary shares reinforces this belief by the main shareholders and also substantially enhances the Company balance sheet. I hope that this confidence is shared by all shareholders, as we develop very interesting bright prospects particularly through expansion in various international markets, and we will update shareholders as events unfold.”

The Directors of the Company accept responsibility for the content of this announcement.

ENQUIRIES :

Clean Invest Africa plc

Filippo Fantechi – Chief Executive Officer:  [phone]

Peterhouse Capital Limited   

Guy Miller: [phone]

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	Shaikh Mohamed Abdulla Khalifa AlKhalifa
2.	Reason for the notification
a)	Position/status:	Non-Executive Chairman
b)	Initial notification/Amendment:	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name:	Clean Invest Africa plc
b)	LEI:	213800WAVVOPS85N2205
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument: Identification code:	Ordinary shares of 0.25 pence each   GB00BF52QX07
b)	Nature of the transaction:	Conversion of loan to shares
c)	Price(s) and volume(s):	Issue of shares Price(s) Volume(s) 1p 53,165,765 Issue of warrants Price(s) Volume(s) N/A N/A
d)	Aggregated information: Aggregated volume: Price:	Single transaction as in 4 c) aboveIssue of shares Price(s) Volume(s)  Issue of warrants Price(s) Volume(s) N/A N/A
e)	Date of the transaction:	9 February 2024
f)	Place of the transaction:	Aquis Growth Market

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