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ARAMEX PJSC — Capital/Financing Update 2021
Feb 4, 2021
66347_rns_2021-02-04_4df08616-b346-4ea2-8f9c-6d5ee4f33263.pdf
Capital/Financing Update
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| Date. | Wednesday,3rdFebruary2021 |
| **Name of the Listed Company. ** | Aramex PJSC |
| Specify the type of transaction: (acquisition / dispose / mortgage / lease **/ other). ** |
Disposal |
| Determine the type of asset to be acquired, disposed, leased or mortgaged (examples: investments, companies, factories, real estate, securities, etc.) and describe the activity of the underlying asset. |
Aramex PJSC (the “Company”) plans to dispose of its entire shareholding in Information Fort LLC, a limited liability company registered pursuant to the laws of Dubai and registered with the Department of Economic Development under Commercial License No. 130567, and its subsidiaries (collectively, “InfoFort”). InfoFort is currently fully owned by Aramex PJSC. |
| Determine the value of the purchase cost of these assets and their percentage to the capital of the listed company in the event of dispose, mortgage or leasing. |
InfoFort and its subsidiaries comprise less than 5% of the Company’s assets as of 31 December 2020. |
| Total value of acquisition / dispose / mortgage / lease transaction. |
The total value of the disposed assets will be disclosed upon completion of the transaction in accordance with the conditions of the SPA, noting that the expected gain from the disposal ranges between USD 6 million to USD 9 million. |
| Reasons for executing the transaction, its expected effects on the company and its operations, and the rights of its shareholders. |
The activities of InfoFort are not considered one of the core business lines and activities of Aramex. |
| Determine the parties to the transaction / deal. |
1. Seller: Aramex PJSC, in its capacity as the sole shareholder of Information Fort LLC (“InfoFort”) 2. Purchaser: Iron Mountain Document Storage Service LLC |
| Determine whether the transaction / deal is associated to related parties, and specify the nature of the relationship, if **any. ** |
The transaction/deal is not associated with related parties |
| The date of signing the transaction / deal. |
Wednesday, 3rdFebruary 2021 |
| Transaction/ deal execution date. | Completion is expected to takeplace duringthe thirdquarter of 2021 |
| Expected closing date. | Completion is expected to takeplace duringthe thirdquarter of 2021 |
| If the listed company is the acquiring party or the lessee, the following must be fulfilled : 1- Explain how to finance acquisition or lease transaction(s). 2- Determine the sources of financing the transaction(s) in the case of acquisition or leasing, with clarification of the payment mechanism in the event that part or all of the value of the transaction(s) will be funded through banks. 3- Determine the date or dates of payment of the amounts owed by the listed company from the acquisition or lease **transaction(s). ** |
The listed company is not the acquiring party or the lessee. |
| If the listed company is the disposing party, the lessor, or one of the mortgage parties, the following must be fulfilled : |
The activities of InfoFort are not considered one of the core business lines and activities of Aramex. |
| 1- Explain the reasons for disposing, mortgaging or leasing, and clarifying how the collected funds will be used. 2- Determine the date or dates of collection of the amounts owed to the listed company from the dispose, mortgage or lease transaction. 3- Clarify the procedures against the listed company in case of failure to pay its obligations stated in the mortgage deal . 4- The listed company must also clarify whether it will provide a loan in exchange for a mortgage of the assets owned by the otherparty. |
The details requested in this clause will be disclosed at completion. |
| The expected financial impact of the transaction(s) on the business results and the financial position of the listed **company. ** |
The details requested in this clause will be disclosed at completion. |
| Determine the financial period or quarter in which the financial impact of the transaction(s) will appear on the **listed company. ** |
The financial impact of the transaction will appear as of the third quarter of 2021. |
| Summary of the terms and conditions of the transaction(s), the rights and obligations of the listed company and its shareholders, and the procedures involved in the event that any party fails to fulfill the obligations it has stipulated in the transaction or the deal contract. |
Completion of the transaction is conditional on a number of conditions being satisfied, such as the reorganisation of part of the target business to ensure that the services of InfoFort currently sold by Aramex entities in certain countries are transferred to newly incorporated InfoFort group companies in each jurisdiction, in addition to merger control clearances being obtained from authorities in certain countries. Aramex is required to provide a number of warranties upon signing the SPA and then again just before completion. The warranty schedule touches on a number of customary matters relating to title and capacity of the Seller, the business of the InfoFort group, compliance, and tax matters. The SPA may be terminated prior to completion for a number of material reasons, including there being a material adverse change, a breach of a fundamental warranty or a failure to satisfyconditions. |
| The Name of the Authorized Signatory | Bashar Obeid |
| Designation | Chief Executive Officer, Aramex PJSC |
| Signature and Date | Wednesday, 3rdFebruary 2021 |
| Company’s Seal |
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