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Jahez International Company for Information System Technology (Jahez) announces the Signing of a Share Purchase and Subscription Agreement for the Acquisition of a 76.56% Stake in Snoonu Corporation Holding LLC
| Element List | Explanation |
|---|---|
| Transaction Details | Jahez International Company for Information System Technology (“Jahez”) announces the signing of a share purchase and subscription agreement (the “SPSA”) for the acquisition of an overall stake of 76.56% in Snoonu Corporation Holding LLC, a Qatari-based technology and logistics company that operates an e-commerce and on-demand delivery platform offering food, retail, grocery, and courier services (“Snoonu”) (the “Transaction”). Pursuant to the SPSA, Jahez will: (a) purchase 8,144,546 shares, representing 75% of the share capital of Snoonu, from the existing shareholders of Snoonu (the “Existing Shares”); and (b) subscribe to 723,960 newly-issued shares in Snoonu, representing an additional 1.56% of the share capital of Snoonu (the “New Shares”). Immediately after completion of the Transaction, Jahez will own 76.56% of Snoonu’s share capital and the founder of Snoonu, Mr. Hamad Mubarak Al Hajri, will own the remaining 23.44%. |
| Transaction Amount | Pursuant to the terms of the SPSA, the consideration for the Transaction will consist of the following:
(a) in connection with the purchase of the Existing Shares, Jahez will: 1- pay to all existing Snoonu shareholders a cash consideration of USD 214 million (SAR 802 million). 2- transfer and allot to Mr. Hamad Mubarak Al Hajri, from its existing treasury shares, a share consideration equal to 1,538,460 ordinary shares in Jahez, representing 0.73% of the total share capital of Jahez; and (b) in connection with the subscription for the New Shares, Jahez will pay to Snoonu a cash consideration of USD 20 million (SAR 75 million). |
| Transaction Conditions | The SPSA includes customary terms, conditions and warranties by each party as is customary in similar transactions. The completion of the Transaction will be subject to a number of conditions, including obtaining the necessary regulatory approvals, the approval of Jahez’s extraordinary general assembly in respect of the use of its treasury shares for share swap transactions, and other conditions set out in the SPSA. In addition, the allotment of the relevant Jahez shares to Mr. Hamad Mubarak Al Hajri will occur at completion of the Transaction and outside of the applicable blackout periods prescribed under the regulations of the Capital Market Authority. In addition to the SPSA, Jahez and Mr. Hamad Mubarak Al Hajri entered into a shareholders’ agreement which will take effect after completion of the Transaction for purposes of regulating the governance of Snoonu post-Transaction. In accordance with the terms of the shareholders’ agreement, a four-member board will be established for the Company, comprising three Jahez-appointed directors (including the chairperson) and one seat for a founder-appointed director. |
| Parties of the Transaction | 1. Jahez 2. Snoonu 3. Existing shareholders of Snoonu: - Mr. Hamad Mubarak Al Hajri - Snoonu Investment Holding LLC - Mr. Saud Al Attiyah - Mr. Abdulaziz Al Attiyah - Yellow Services W.L.L. |
| Transaction Financing Method | Jahez will fund the consideration part in: (1) cash through Jahez’s own resources and bank facilities; and (2) shares through existing treasury share held by Jahez. |
| Date of Entering Into The Transaction | 2025-07-09 Corresponding to 1447-01-14 |
| Description of Activity of The Asset Subject of The Transaction | Snoonu is a Qatar-based technology and logistics company offering a comprehensive e-commerce and on-demand delivery platform. Founded in 2019 by Mr. Hamad Mubarak Al Hajri, the platform enables food, groceries, and retail services, serving consumers. Snoonu supports startups and SMEs with third-party logistics solutions, positioning itself as a key enabler in Qatar’s digital economy and last-mile delivery ecosystem. Notably, it became the first Qatari startup to close a Series B funding round, reflecting strong investor confidence in its diversified business model and growth potential |
| Financial Statements for the Last Three Years of the Asset forming the Subject Matter of the Transaction | Snoonu’s revenues: For 2022G QAR 146 million (SAR 150 million) For 2023G QAR 255 million (SAR 263 million) For 2024G QAR 511 million (SAR 526 million) Snoonu’s net profit: For 2022G QAR (18 million) (SAR 19 million) (net losses) For 2023G QAR 16 million (SAR 16 million) For 2024G QAR 27 million (SAR 28 million) |
| Transaction reasons | The acquisition aligns with Jahez’s strategic objective to expand its regional footprint and strengthen its presence in the Qatari market. Snoonu’s strong local presence and operational capabilities complement Jahez’s platform. The Transaction is anticipated to generate operational and market synergies. |
| Expected Impact of the Transaction on the Company and Its Operations | At completion of the Transaction, the total ownership stake of Jahez in Snoonu will be 76.56%. The Transaction is anticipated to generate operational and market synergies. |
| Related Parties | The Transaction does not involve any related parties. |
| Additional Information | Jahez will announce the completion of the Transaction or any other material developments in due course. |
| Attached Documents |  |
The Capital Market Authority and Saudi Exchange take no responsibility for the contents of this disclosure, make no representations as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of this disclosure, and the issuer accepts full responsibility for the accuracy of the information contained in it and confirms, having made all reasonable enquiries, that to the best of their knowledge and belief, there are no other facts or information the omission of which would make the disclosure misleading, incomplete or inaccurate.
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