Arabian Centres Company (Cenomi Centers) announces its intention to issue USD denominated Shari’ah compliant Sukuk

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Introduction	Arabian Centres Company (“Cenomi Centers” or “the Company”) announces its intention to issue USD denominated Shari’ah compliant Sukuk. Concurrently, the Company has also announced an any and all tender offer on its existing U.S.$500,000,000 Trust Certificates due 2024G. The tender offer expires at 4pm London time on 4 March 2024. Further information is provided in the tender offer memorandum dated 27 February 2024.

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Explanation

Introduction

Arabian Centres Company (“Cenomi Centers” or “the Company”) announces its intention to issue USD denominated Shari’ah compliant Sukuk. Concurrently, the Company has also announced an any and all tender offer on its existing U.S.$500,000,000 Trust Certificates due 2024G. The tender offer expires at 4pm London time on 4 March 2024. Further information is provided in the tender offer memorandum dated 27 February 2024.

The Company has mandated Goldman Sachs International and HSBC Bank plc as Joint Global Coordinators. anb capital, Dubai Islamic Bank P.J.S.C., Emirates NBD Capital, GFH Financial Group B.S.C., Goldman Sachs International, HSBC Bank plc, J.P. Morgan Securities plc, Kamco Investment Company K.S.C.P., Mashreqbank psc (acting through its Islamic Banking Division), Sharjah Islamic Bank P.J.S.C. and Warba Bank K.S.C.P. have been appointed as Joint Lead Managers and Bookrunners on the transaction.

In connection with its intention to issue Sukuk, the Company will hold a series of meetings with prospective investors. Offer Type International USD denominated Shari'ah compliant Sukuk Date of the board’s decision 2024-02-23 Corresponding to 1445-08-13 Value of the offer The number and value of any Sukuk to be offered will be determined based on market conditions and the Company’s financial need and strategy. The Purpose of the offer General corporate purposes and to fulfill the Company’s financial and strategic needs including the refinancing of the Company’s existing debt. Approvals The Sukuk issuance will be subject to the approval of the relevant regulatory authorities. The issuance will be made in compliance with all applicable laws and regulations. Additional Information This announcement is not intended as an invitation or offer to purchase, acquire or subscribe to any securities and is subject to the terms and conditions of the Sukuk. The Company will announce any other relevant material developments in due course as required by the relevant rules and regulations. It should also be noted that any offering of the Sukuk will be limited to qualified investors in the jurisdictions in which the offering will be made in accordance with the rules and regulations of such jurisdictions.

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.