ANNOUNCEMENT OF APPLICATION FOR ADMISSION TO THE AQSE GROWTH MARKET

APPLICANT NAME:

MBH Corporation Plc

APPLICANT REGISTERED OFFICE, PRINCIPLE PLACE OF BUSINESS (IF DIFFERENT) AND TELEPHONE NUMBER:

7 Royal Victoria Patriotic Building, John Archer Way, London, England, SW18 3SX

DIRECTORS AND PROPOSED DIRECTORS (IF APPLICABLE):

• Victoria Sylvester, Chief Executive Officer, DoB 22 February 1979
• Callum Laing, Non-Executive Chair, DoB 7 August 1975

• Stanislaw Patey, Non-Executive Vice Chair, DoB 14 September 1951
• Kevin Potter, Executive Director, DoB 30 May 1964

• Victoria Smith, Executive Director, DoB 1 July 1986
• Lisa Maynard-Atem, Non-Executive Director, DoB 29 January 1978

APPLICANT SECTOR:

Financials

DESCRIPTION OF THE APPLICANT AND ITS ACTIVITIES:

MBH Corporation Plc is an investment holding company with subsidiaries in multiple industries the construction, education, leisure, healthcare, food & beverage, property, engineering and transport sectors. The group brings together well established and profitable small companies with a buy-and-hold perspective. Most of these subsidiaries have been acquired through an exchange of shares by the company owners for new MBH shares. Against the background of a favourable interest rate environment, MBH has also recently started to make loan-financed acquisitions through its bonds program which are listed on Euronext Dublin. 

NAME OF AQSE CORPORATE ADVISER:

First Sentinel Corporate Finance Limited

NUMBER, CLASS AND PAR VALUE OF SECURITIES TO BE ADMITTED:

118,773,713 ordinary shares

SECURITIES IN PUBLIC HANDS AS A PERCENTAGE OF THE TOTAL NUMBER OF SECURITIES IN ISSUE (excluding securities held in treasury):

79.5%

SHAREHOLDERS HOLDING MORE THAN FIVE PER CENT OF THE APPLICANT’S SHARE CAPITAL OR VOTING RIGHTS PRE- AND POST-ADMISSION:

*held through ten different accounts

TIMETABLE FOR ANY OFFER OF TRANSFERABLE SECURITIES TO THE PUBLIC:

N/A

THE EXPECTED ADMISSION DATE:

13 March 2023

WEBSITE ADDRESS WHERE INVESTOR INFORMATION WILL BE AVAILABLE FOR INSPECTION:

In respect of a fast-track applicant, the following information should also be included:

NAME OF MARKET ON WHICH THE APPLICANT’S SECURITIES ARE CURRENTLY TRADED:

Dusseldorf Stock Exchange

Frankfurt Stock Exchange

ISIN: GB00BF1GH114

ARRANGEMENTS FOR THE SETTLEMENT OF TRANSACTIONS IN THE APPLICANT’S SECURITIES:

CREST And Clearstream

DETAILS OF ANY LOCK-IN ARRANGEMENTS:

There are 19 lock-in agreements in place, pursuant to which each holder of the shares has agreed with the Company not to dispose or enter into any arrangement on the ordinary shares he/she is entitled to receive under the Agglomeration Agreement entered into in connection with the acquisition of the relevant company, for a period of 12 months from the issuance of the shares. The details are set out below:

DETAILS OF THE LEGAL OR REGULATORY REQUIREMENTS IN THE APPLICANT’S HOME COUNTRY REGARDING THE CONDUCT OF TAKEOVERS AND THE ACQUISITION OF SIGNIFICANT VOTING RIGHTS TO WHICH THE APPLICANT IS SUBJECT:

The Company is subject to the Provisions of the City Code on Takeovers and Mergers

In respect of an update to a prior application announcement, the date of the original announcement should also be disclosed as follows:

UPDATE TO A PRIOR APPLICATION ANNOUNCEMENT RELEASED ON:

NA