27 June 2022

Woodbois Limited

("Woodbois", the "Group" or the "Company")

Conversion of 65 million Non-Voting Shares

Woodbois, the African focused sustainable forestry and timber trading company, has received a request by Rhino Ventures Limited ("Rhino") for the conversion, on a one-to-one basis, of 65,000,000 of its remaining 300,000,000 Non-Voting Ordinary Shares into Voting Ordinary Shares in the Company (the "Conversion"). The Conversion will be effective on Admission (as defined below).  Upon Conversion, Rhino will transfer the 65,000,000 shares to its beneficial owner, Mr Miles Pelham.

Application has been made to the London Stock Exchange for the admission to trading of the 65,000,000 new Voting Ordinary Shares resulting from the Conversion, which is expected on 30 June 2022 ("Admission").

Following Admission, Rhino and Mr Miles Pelham together will hold 442,500,000 Voting Ordinary Shares in the Company, which represents 21.30% of the enlarged Voting Ordinary Shares.  Rhino's holding of 235,000,000 Non-Voting Ordinary Shares post Conversion will represent 57.32% of the 410,000,000 Non-Voting Ordinary Shares in the Company.  Also, as announced on 13^th January 2022, the Company has a $2.0 million unsecured general-purpose two-year facility outstanding from Rhino.

Following Admission, the Company's total number of Ordinary Shares in issue will remain 2,487,988,873 and this will consist of 2,077,988,873 Voting Ordinary Shares and 410,000,000 Non-Voting Ordinary Shares. The aforementioned figure of 2,077,988,873 Voting Ordinary Shares may be used by shareholders in the Company 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 Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

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Background on Woodbois

Woodbois Limited (AIM:WBI) is an African-focused forestry company, divided into three distinct, but highly complementary divisions comprising the production and supply of sustainable African hardwood products, the trading of hardwood and hardwood products, and a reforestation and carbon credit division.

Woodbois' forestry division has production facilities in Gabon and Mozambique, managing a total of c470,000 hectares of natural forest concessions. The trading division comprises a highly experienced team of timber specialists, who source and supply sustainable timber to a global customer base. Its proprietary technology developed in house, captures, stores and presents data, providing a matching engine to build scale and optimise trading opportunities with its global customer base.

The Company's carbon sequestration and trading division was formed in March 2021 and aims to generate voluntary carbon credits for corporate partners through the delivery of large-scale reforestation projects.

The Company's focus on the transparency and sustainability of its timber operations has been recognised by The Zoological Society of London, which ranked Woodbois joint sixth in its Sustainability Policy Transparency Toolkit ('SPOTT'') ESG policy transparency assessments for the worldwide timber and pulp industries for 2021.

Please follow the Company on Twitter: @WoodboisLtd