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Arabian Internet and Telecommunication Company (SOLUTIONS) announces the signing of a binding offer with Inergia Technologies for Information Systems, and others related to the acquisition of [89.49%] of Giza Systems Company, in addition to 34% of Giza Arabia, a subsidiary of Giza Systems Company, which represents the shares that are not owned by Giza Systems Company

Element ListExplanation
Introduction Arabian Internet and Telecommunication Company (SOLUTIONS) announces the signing of a binding offer related to the acquisition of [89.49%] of Giza Systems Company from Inergia Technologies for Information Systems, in addition to 34% of Giza Arabia, a subsidiary of Giza Systems Company. The transaction will be based on an Enterprise Value amounting to USD 158 million to be paid in cash.
Date of signing the Memorandum of Understanding 2022-04-03 Corresponding to 1443-09-02
Memorandum Duration The Offer is exclusive for a period of 12 weeks following the signing date
Name of the Counterparty - Inergia Technologies for Information Systems, and others.
Name of Financial Advisor of Each Party Arabian Internet and Telecommunications Co. (solutions) has appointed SNB Capital as a financial advisor for the Transaction
Major Terms in the Memorandum - The parties agreed that the Transaction consideration/amount will be in cash.
Related Parties N/A
Actions to be Taken by the Company during the Memorandum’s Duration - Negotiation and execution of definitive transaction documents including the sale and purchase agreement (SPA);

- Obtaining relevant corporate approvals from each party in relation to the Transaction.

Approvals The Transaction is subject to receiving regulatory approvals in both Saudi Arabia and Egypt, including from the General Authority on Competition in Kingdom of Saudi Arabia
Additional Information This acquisition represents a significant step in line with the company's international expansion strategy to enter new markets and expand business lines to meet the evolving needs of solutions customers in the public and private sectors in Saudi as a leading digital transformation enabler.

Giza Systems is a leading IT company, providing services including systems and applications integration as well as emerging technologies with offices in Saudi Arabia, UAE, Qatar, Egypt, USA, etc. Serving client-base in over 25 countries.

The company will announce any material developments in relation to the acquisition in due course.

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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