United Wire Factories Company (ASLAK) announces the signing of a share purchase agreement for the purpose of acquiring forty percent (40%) of the share capital of Al Raeda Industrial Investment Company (Al Raeda), by way of an increase in ASLAK’s capital through the issuance of new shares (consideration shares) to the Selling Shareholders of Al Raeda (the “Acquisition Transaction”)

Element List	Explanation
Introduction	With reference to the announcement of United Wire Factories Company (“Aslak”) published on the Saudi Exchange (Tadawul) website on 30/06/1446H (corresponding to 31/12/2024G) regarding the signing of a non-binding memorandum of understanding with Al Raeda Industrial Investment Company (“Al Raeda” or the “Target Company”) to acquire forty percent (40%) of the share capital of Al Raeda in consideration for the issuance of new shares (consideration shares) to the Selling Shareholders in Aslak, and with further reference to the supplementary announcement published on the Saudi Exchange (Tadawul) website on 26/07/1446H (corresponding to 26/01/2025G) regarding the appointment of AlKhair Capital Saudi Arabia as the financial advisor (the “Financial Advisor”) in connection with the potential Acquisition Transaction with Al Raeda, Aslak is pleased to announce to its shareholders the signing of a Share Purchase Agreement dated 11/07/1447H (corresponding to 31/12/2025G) for the purpose of acquiring forty percent (40.0%) of the share capital of Al Raeda from Mr. Mohammed Nasser Al-Sorayai, Mr. Saleh Nasser Al-Sorayai, Mr. Abdulaziz Nasser Al-Sorayai, Mr. Nafe’ Nasser Al-Sorayai, Mr. Mohammed Abdullah Al-Sorayai, Mr. Ibrahim Abdullah Al-Sorayai, Mr. Hamad Abdullah Al-Sorayai, Mr. Abdulaziz Abdullah Al-Sorayai, and Mr. Mansour Abdullah Al-Sorayai (collectively, the “Selling Shareholders”), in consideration for the issuance of new shares (consideration shares) in Aslak, whereby Aslak’s share capital shall be increased based on the share exchange ratio, subject to obtaining all relevant regulatory approvals.
Date of Signing the Agreement	2025-12-31 Corresponding to 1447-07-11
Name of (the Acquired Company)/(Asset to be Purchased)	Al Raeda Industrial Investment Company
Value of (The Company to be Acquired)/(The Asset to be Purchased)	Ninety-Two Million Eight Hundred Eighteen Thousand Six Hundred Sixty-Eight (92,818,668) Saudi Riyals, calculated based on the Financial Advisor’s valuation.
Value of the listed company	The value of Aslak for the purpose of the Acquisition Transaction was determined based on the Volume Weighted Average Price (VWAP) of Aslak’s shares over the last sixty (60) trading days ending on 30/11/2025G. Accordingly, the share price of Aslak has been estimated at twenty-three Saudi Riyals and eighty-one halalas and forty-nine hundredths of a halala (SAR 23.8149) per share, representing a total value of six hundred sixty-eight million seven hundred twenty-two thousand three hundred eighty-three Saudi Riyals (SAR 668,722,383), for the purpose of ensuring fairness in determining the market value of the shares. It has been agreed between Aslak and the Selling Shareholders that the fair value of the new shares (Consideration Shares) is estimated at ninety-two million eight hundred eighteen thousand six hundred sixty-eight Saudi Riyals (SAR 92,818,668).
Capital before Increase	Two Hundred Eighty Million Eight Hundred Thousand Saudi Riyals (SAR 280,800,000).
Number of Shares before Increase	28080000
Value of capital increase	Thirty-Eight Million Nine Hundred Seventy-Five Thousand Forty Saudi Riyals (SAR 38,975,040)
Capital Increase Percentage (%)	13.88 %
Capital After Increase	Three Hundred Nineteen Million Seven Hundred Seventy-Five Thousand Forty Saudi Riyals (SAR 319,775,040).
Number of Shares After Increase	31977504
Share Exchange Equation (Ratio)	The Share Exchange Ratio represents 0.13880 newly issued ordinary shares of Aslak for each one (1) existing Aslak share prior to completion. For the purpose of allocating the new shares (Consideration Shares) issued by Aslak among the Selling Shareholders, all parties have agreed that approximately 1.2457 newly issued ordinary shares shall be allocated to the Selling Shareholders for each one (1) share sold in Al Raeda, based on a total of 3,128,800 shares. The Consideration Shares issued to the Selling Shareholders represent approximately 12.19% of Aslak’s share capital upon completion of the Acquisition Transaction and the capital increase, while the existing shareholders of Aslak will retain approximately 87.81% of the share capital after completion of the transaction.
Potential Effects or Risks for Issuing such Shares on the Shareholders of the Current Company, the Company, and Decision Making thereon	Following completion of the Acquisition Transaction, the ownership percentage of the existing shareholders of Aslak will be diluted, which may result in a reduction in their voting power in Aslak. Aslak will publish a shareholders’ circular regarding the Acquisition Transaction, including detailed information on the impacts, rationale, risk factors, and other related material information.
Listed Company’s Ownership Percentage in (Company to be Acquired)/(Asset to be Purchased) after the Issuance of Shares (%)	40.00 %
Ownership Percentage of Shareholders to Whom New Shares will be Issued after Conclusion of the Acquisition (%)	12.19 %
Additional Information or Substantial Conditions	Completion of the Acquisition Transaction is subject to a number of conditions precedent stipulated in the Share Purchase Agreement, including conditions related to Al Raeda’s contracts, business operations, contractual and regulatory obligations, and other conditions agreed upon by all parties. The Share Purchase Agreement also includes representations, undertakings, warranties, and indemnities provided by the Selling Shareholders in favor of Aslak in the event of any breach of obligations or undertakings, or the occurrence of financial leakage.
Related Parties	There is a related party involved in the Acquisition Transaction, as Mr. Abdulaziz Nasser Al-Sorayai is one of the Selling Shareholders and, prior to completion of the Acquisition Transaction, held a 12.5% ownership interest in the Target Company, representing 977,750 shares. Following completion of the Acquisition Transaction, his ownership interest will be reduced to 5.62%, representing 439,987 shares.
The expiry date of the agreement	The Share Purchase Agreement shall expire if any of the conditions precedent to the Acquisition Transaction are not satisfied within a maximum period of two hundred seventy (270) days from the date of signing of the Share Purchase Agreement, unless the parties agree in writing to extend such period.
Agreement Termination Terms	1. Failure to satisfy any of the conditions precedent to the Acquisition Transaction within a maximum period of two hundred seventy (270) days from the date of signing the Share Purchase Agreement, unless the parties agree in writing to extend such period. 2. The issuance of any law, regulation, or decision by a competent governmental authority that renders the Acquisition Transaction or any of its obligations unlawful or impossible to perform. 3. The issuance of any judicial order, restrictive order, or any other order, or the imposition of any regulatory restriction or prohibition by any competent court or authority, that prevents completion of the Acquisition Transaction or results in the suspension of any activities or the attachment or seizure of any assets of the Target Company as a result of completing the Acquisition Transaction. 4. The occurrence of a material breach by the Selling Shareholders of any of their obligations under the Share Purchase Agreement.
Approvals	Completion of the Acquisition Transaction is subject to obtaining the following regulatory approvals: 1. Approval of the Capital Market Authority in relation to the capital increase through the Acquisition Transaction and the publication of the shareholders’ circular. 2. Approval of the Saudi Exchange (Tadawul) for the listing of the new shares resulting from the capital increase. 3. Approval of the Extraordinary General Assembly of Aslak, in accordance with the Companies Law and the Rules on the Offer of Securities and Continuing Obligations. 4. Approval or a no-objection letter in respect of the Acquisition Transaction from the General Authority for Competition. 5. Any other approvals required or deemed necessary in connection with the Acquisition Transaction.

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