Earlier today, UCA published the offer document addressed to the shareholders of Enaya (the “Offer Document”), which includes the relevant details of the offer submitted by UCA to the shareholders of Enaya for the purpose of merging Enaya into the UCA for issuing new shares to Enaya in UCA, prepared in accordance with the requirements Article (38) of the Merger and Acquisition Regulations issued by the Board of the Capital Market Authority pursuant to Resolution No. 1-50-2007 dated 09/21/1428H (corresponding to 10/03/2007G) based on the Capital Market Law issued by Royal Decree No. M/30 dated 02/02 06/1424H, amended by the Capital Market Authority’s Board Resolution No. 8-5-2023 dated 06/25/1444H corresponding to 01/18/2023G based on the Capital Market Law issued by Royal Decree No. M/30 dated 06/02/1424H and the Companies Law issued by Royal Decree No. Article / 132 dated 01/12/1443H. ("Mergers and Acquisitions Regulations").

In this regard, Enaya announces the publication of the circular of its board of directors (“Circular of the Board of Directors” or the “Circular”) prepared in accordance with the requirements of Article (39) of the Merger and Acquisition Regulations, which includes the opinion of the Board of Directors of Enaya regarding the offer submitted to the shareholders of Enaya regarding the merger deal, and also includes independent advice provided to the Board of Directors of Enaya by Al-Wasatah Al Maliah (“Wasatah Capital”), who was appointed as a financial advisor to Enaya in relation to the merger deal in accordance with the provisions of Article (18) of the Merger and Acquisition Regulations.

A copy of the circular of the Board of Directors is attached to this announcement. Copies of this circular can also be obtained by visiting the website of Enaya (www.saudienaya.com) or the website of the Saudi Stock Exchange Company (“Tadawul”) (www.tadawul.com.sa). Copies of the Offer document can also be obtained by visiting the website of UCA (www.uca.com.sa) or the website of the Capital Market Authority (www.cma.org.sa)

Enaya would also like to confirm that a number of documents related to the merger mentioned described in the Circular of the Board of Directors will be made available for inspection by the shareholders of Enaya, starting from the date 18/04/1445H (corresponding to 02/11/2023G). The documents are available during normal working hours from 9 AM until 5 PM during any working day (Sunday to Thursday) from the date of publication of this circular until the end of the Offer Period (as defined in the circular of the Board of Directors).

The documents related to the merger deal will also be made available at its main headquarters, located at Jeddah – Bin Sulaiman Building, Prince Sultan Road - Building Number 7521 Building, Postal Code 24323 PO Box 2732.

The Board of Directors of Enaya stresses the importance of shareholders reading the Offer Document and the Circular of the Board of Directors in detail before voting on any of the decisions related to the merger deal. In the event of any doubt regarding the actions that should be taken, the Board of Directors of Enaya recommend that the concerned shareholder obtain independent financial advice from an independent financial advisor licensed by the Saudi Capital Market Authority, provided that the concerned shareholder ascertains the suitability of the merger deal, the information contained in the Offer document, and the Circular of the Board of Directors with his investment objectives and financial conditions. For more details about the merger deal, its terms and conditions, all related matters, and the procedures for completing the merger deal, please see the Offer document and the Circular of the Board of Directors. Enaya will also announce any material developments regarding the merger deal in due course.