Maharah Human Resources Co. announces signing a Memorandum of Understanding with Dallah Healthcare Company (listed joint stock company)

Element List	Explanation
Introduction	Maharah Human Resources Company (“Maharah”) is pleased to announce that its wholly owned subsidiary, Growth Avenue Investment Company (a single shareholder company) (“Growth Avenue”), has signed a non-binding Memorandum of Understanding (“MoU”) with Dallah Healthcare Company (a listed joint stock company) (“Dallah Healthcare”) to study a potential transaction involving the sale of all the shares owned by Growth Avenue in Care Shield Holding Company (Kingdom Hospital and Consulting Clinics) to Dallah Healthcare, representing 41.36% of the share capital of Care Shield Holding Company (the “Target Shares”).

Element List

Explanation

Introduction

Maharah Human Resources Company (“Maharah”) is pleased to announce that its wholly owned subsidiary, Growth Avenue Investment Company (a single shareholder company) (“Growth Avenue”), has signed a non-binding Memorandum of Understanding (“MoU”) with Dallah Healthcare Company (a listed joint stock company) (“Dallah Healthcare”) to study a potential transaction involving the sale of all the shares owned by Growth Avenue in Care Shield Holding Company (Kingdom Hospital and Consulting Clinics) to Dallah Healthcare, representing 41.36% of the share capital of Care Shield Holding Company (the “Target Shares”).

The completion of this transaction would result in Growth Avenue selling its entire shareholding in Care Shield Holding Company to Dallah Healthcare. (the “Potential Transaction”). Memorandum Signing Date 2025-10-25 Corresponding to 1447-05-03 Counterparty Dallah Healthcare Company (listed joint stock company) Memorandum Subject The MoU represents a preliminary, non-binding agreement regarding the Potential Transaction. It includes the parties’ agreement to negotiate in good faith to reach a final binding agreement and to allow Dallah Healthcare to conduct due diligence studies. The MoU also includes other customary provisions, such as confidentiality and other clauses. Memorandum Duration The term of the MoU expires on 30 November 2025, noting that the confidentiality obligations extend for a longer period. Related Parties There are no related parties. It is worth noting that Care Shield Holding Company is currently 41.36% owned by Growth Avenue (but Care Shield Holding Company is not a party to the MoU). Financial Impact There is no material financial impact currently as it is a non-binding MoU. Additional Information Following the completion of due diligence by Dallah Healthcare, Growth Avenue will negotiate the final binding terms of the agreement for the sale of the Target Shares. Thereafter, the parties will seek to obtain any required approvals.

The parties have not appointed financial advisors.

The MoU is non-binding, and the agreement on the Potential Transaction is subject to the parties reaching a final binding agreement. There is no assurance that the final agreement will be signed or that the Potential Transaction will be completed.

Maharah will announce any material developments in due course in accordance with the relevant regulations.

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.