BOSTON INTERNATIONAL HOLDINGS PLC
("BIH" or "the Company")
Company Update
The Board of BIH, a special purpose acquisition company formed to undertake one or more acquisitions of target companies or businesses in the FX sector, confirms that further to the announcement of 1 July 2019 regarding the termination of the proposed reverse takeover of Cornhill FX Holdings Limited ("CFXH Acquisition"), it has been carefully reviewing the Company's cash position now that certain aborted transaction costs for the CFXH Acquisition have crystallised and become due.
The Board has become aware that once BIH has paid these costs, BIH will be deemed to be have incurred a"serious loss of capital" within the meaning of section 656 of the Companies Act 2006 ("2006 Act"). A serious loss of capital occurs where the net assets of a public company are half or less than the company's called-up share capital. Section 656 of the 2006 Act imposes a requirement on the Board to convene a meeting of shareholders to consider what, if any, steps should be taken to deal with the situation.
As noted in the announcement of 1 July 2019, the Board will now undertake a review to determine the most appropriate future strategy for BIH and will update shareholders once this has been updated, including further details about any general meeting that needs to be convened for the purposes of section 656 of the 2006 Act.
It should be noted that the status of a "serious loss of capital" under section 656 of the 2006 Act imposes no immediate risk to the Company given the current solvency of its balance sheet and cash flow. The Board will prudently manage the Company's remaining cash reserves and minimise its operating expenses whilst it reviews the future strategy for BIH.
-ENDS-
BIH is a special purpose acquisition company listed on the standard segment of the official list, with shares traded on the main market of the London Stock Exchange. BIH is seeking to acquire a business operating in the foreign exchange ("FX") sector.
Enquiries:
Cairn Financial Advisers
Jo Turner/David Coffman +44 20 7213 0880