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* Public Offering * IPO Timeline * Useful Resources * Contacts العربية * * Home * About Miahona * The CEO Message * Public Offering * IPO Timeline * Investment Highlights * FAQs * Useful Resources * Receiving Agents * Contacts © 2024 Miahona, All rights reserved. Site by INVESTING IN THE ESSENCE OF LIFE We are leaders in water cycle management, operating across the circular water economy, serving municipal and industrial customers. More About IPO Scroll ABOUT MIAHONA Miahona is a Saudi joint-stock company that began operations in 2008 and was one of the first developers of water and wastewater infrastructure under the public-private partnership (“PPP”) model in the Kingdom of Saudi Arabia. Headquartered in Riyadh, Saudi Arabia, the Company is one of the leaders in water cycle management, operating across the circular water economy, and serving municipal and industrial customers. With over 15 years of unique PPP experience, Miahona provides end-to-end solutions in the water sector with a presence across the complete water value chain including water production, water distribution, wastewater collection, wastewater treatment, TSE reuse , billing, collection & customer service. The Company has a strong commitment to sustainability, by reducing water losses, increasing water recycling, and treating effluents and pollutants. MIAHONA’S BUSINESS SEGMENTS CONCESSIONS 80 % Representing 92% of the Company’s revenue as of FY 2023. The Concessions segment involves long-term contracts for the development and rehabilitation of water and wastewater treatment plants, where the Company is responsible for designing, constructing, and operating the plant. OPERATION & MAINTENANCE 80 % Representing 8% of the Company’s revenue as of FY 2023. The Operation & Maintenance involves short- to medium-term contracts for the operation and management of own and third-party projects. THE CEO MESSAGE Miahona has succeeded in achieving remarkable growth over the past years, which enhances its ability to benefit from the tremendous growth and development process witnessed by the Kingdom. Private sector participation in the water and wastewater sector is one of the main pillars of economic transformation in the Kingdom. Based on our leading position in the sector, we are confident in our ability to contribute to the development of new projects in the water and wastewater sector as part of this transformation and continued growth. ENG. AWAADH AL OTAIBI Chief Executive Officer (CEO) MIAHONA IN NUMBERS 80 long-term concession contracts 80 major cities in KSA where Miahona is present 80 m3/day wastewater infrastructure 80 m3/day potable water infrastructure 80 (SAR) billion project backlog 80 % Revenue CAGR (2021-2023) INITIAL PUBLIC OFFERING (IPO) Miahona intends to offer 30% of its share capital through an initial public offering (IPO) and listing of shares on the Main Market of the Saudi Exchange. All the Offering Shares will be offered to institutional investors with a claw-back by the retail investors of up to 20%, as determined by the Joint Financial Advisors. 80 ordinary shares will be listed on the Saudi Exchange’s Main Market 80 % of Miahona’s issued share capital of 160,925,543 shares offered by the current shareholders 80 % or 48,277,663 Offer Shares will be offered to institutional investors 80 % or 9,655,532 shares will be clawed back to be offered to retail investors IPO TIMELINE 2024 * 24Apr ITF, Prospectus Publication * 29Apr Price Range Announcement, Bookbuilding Start * 02May Bookbuilding End * 07May IPO Price Announcement, Provisional Allocation Notice * 09May Deadline to Submit Subscriptions * 13May Deadline to Fund Provisional Allocation * 21May Retail Offering Start * 22May Retail Offering End * 26May Final Allocation Notice * 30May Refunds * 06Jun Listing 24Apr ITF, Prospectus Publication 29Apr Price Range Announcement, Bookbuilding Start 02May Bookbuilding End 07May IPO Price Announcement, Provisional Allocation Notice 09May Deadline to Submit Subscriptions 13May Deadline to Fund Provisional Allocation 21May Retail Offering Start 22May Retail Offering End 26May Final Allocation Notice 30May Refunds 06Jun Listing INVESTMENT HIGHLIGHTS Fast growing and defensive sector 01 FAST GROWING AND DEFENSIVE SECTOR * Miahona is a leading player in the water and wastewater sector in the Kingdom, with a proven track record of performance and commitment to innovation. * The first wastewater infrastructure project under the PPP model in Jeddah Industrial City is managed by Miahona. * With the first-mover advantage in the PPP sector, Miahona has six projects under long-term concessions with government and government-related entities and a further six projects on the Operation & Maintenance contract structure. * The total capacity of wastewater infrastructure projects portfolio is 1,026,500 m3/day and a network of 221 km (incl. Spark project: 326 km) and potable water infrastructure of 102,800 m3/day with a total network of 248 km (incl. Spark project: 342 km). * Miahona operates in a well-regulated industry, following the introduction of the National Water Strategy by the Ministry of Environment, Water and Agriculture in 2017. * The National Water Strategy aims to improve water and sanitation management and increase private sector participation, reducing non-revenue water to 25% (current average: 40%), increasing the percentage of water reuse from 17% in 2017 to 70% in 2030, increasing the coverage of water services from 87% to 95%. Well-positioned for continued growth supported by a solid project pipeline 02 WELL-POSITIONED FOR CONTINUED GROWTH SUPPORTED BY A SOLID PROJECT PIPELINE * Miahona is well positioned to benefit from the growing demand for water and wastewater services in the Kingdom, driven by specific factors such as population growth, urbanization, and the Kingdom’s water sector strategies within the framework of Vision 2030, including privatization projects, PPP, and regulatory changes. * The government has announced a solid pipeline of new water/wastewater projects to be tendered to the private sector and management believes Miahona is well placed to benefit, having been awarded or selected as the preferred bidder at a win rate of 80% in the last three years. * The Company's competitive strengths lie in its ability to develop projects, and in its ability to manage operations and maintenance of a broad base of assets and contracts with diversified cash flows across the project life cycle. * The overall impact of privatization, government initiatives regarding PPP, and macroeconomic factors create a large market opportunity for the Company to leverage its leading position and deep sector experience. * The Kingdom’s population is expected to grow at a rate of 3.6% to 38.4 million people in 2027, with water demand expected to increase from 5.2 billion cubic meters annually in 2022 to 5.9 billion cubic meters annually in 2027. * The company's major customer SWPC has announced a seven-year plan to increase sewage treatment capacity by ~2.3 million m³ by 2027. Despite this planned expansion, there remains a capacity gap of ~2 million m³ as identified in Vision 2030, which necessitates further investment. Consequently, there is a substantial market opportunity available for the company. The company intends to enhance its market share by leveraging this potential growth. * NWC, at the recent GWI conference, indicated a large pipeline of projects, which will demand substantial investment. The company aims to capture increased market share within this pipeline of projects. * NWC's six regional clusters are in phase 1 under Manage-Operate-Maintain (MOM) contracts with a 7-year tenure. These will transition to long-term concession arrangements in phase 2. The company has been awarded 2 MOM contracts in phase 1, enhancing its chances of success in the phase 2 tendering process. Phase 2 will encompass the entire water value chain and may have an expected term of over 30 years. Transitioning the six clusters will require an estimated additional investment of more than ~SAR 25 billion, offering substantial growth opportunities for the company. * Furthermore, the government’s target to increase water reuse to 70% (current level: 22%) will bring significant business opportunities. The Company is well positioned to capture market share of reuse. Track record of operational excellence, backed by a diverse project portfolio 03 TRACK RECORD OF OPERATIONAL EXCELLENCE, BACKED BY A DIVERSE PROJECT PORTFOLIO * Miahona is considered one of the leading private sector companies and was the first company in the Kingdom working to develop water and wastewater infrastructure according to the public-private partnership model, providing sustainable solutions for industrial and municipal facilities. * The Company is present across Saudi Arabia’s eight major cities and has operations that cover the entire water sector cycle from extraction and supply to collection and recycling. * With a commitment to operational excellence, the Company’s integrated model allows it to optimize its operations, reduce waste, and ensure consistent supply. For example, Miahona implemented a number of efficiency and productivity measures, with the percentage of water loss (leakage) reaching less than 10%, compared with the Kingdom’s Vision 2030 target of less than 25% and the current average in the Kingdom of 40%. * Miahona remains at the forefront of adopting new technologies and innovative solutions, partnering with internal expert teams such as development, technical, financial, legal, and project management. * Its proven track record and strong technical and operational know-how uniquely position Miahona to re-tender for its existing contracts at the time of renewal. FAST GROWING AND DEFENSIVE SECTOR * Miahona is a leading player in the water and wastewater sector in the Kingdom, with a proven track record of performance and commitment to innovation. * The first wastewater infrastructure project under the PPP model in Jeddah Industrial City is managed by Miahona. * With the first-mover advantage in the PPP sector, Miahona has six projects under long-term concessions with government and government-related entities and a further six projects on the Operation & Maintenance contract structure. * The total capacity of wastewater infrastructure projects portfolio is 1,026,500 m3/day and a network of 221 km (incl. Spark project: 326 km) and potable water infrastructure of 102,800 m3/day with a total network of 248 km (incl. Spark project: 342 km). * Miahona operates in a well-regulated industry, following the introduction of the National Water Strategy by the Ministry of Environment, Water and Agriculture in 2017. * The National Water Strategy aims to improve water and sanitation management and increase private sector participation, reducing non-revenue water to 25% (current average: 40%), increasing the percentage of water reuse from 17% in 2017 to 70% in 2030, increasing the coverage of water services from 87% to 95%. WELL-POSITIONED FOR CONTINUED GROWTH SUPPORTED BY A SOLID PROJECT PIPELINE * Miahona is well positioned to benefit from the growing demand for water and wastewater services in the Kingdom, driven by specific factors such as population growth, urbanization, and the Kingdom’s water sector strategies within the framework of Vision 2030, including privatization projects, PPP, and regulatory changes. * The government has announced a solid pipeline of new water/wastewater projects to be tendered to the private sector and management believes Miahona is well placed to benefit, having been awarded or selected as the preferred bidder at a win rate of 80% in the last three years. * The Company's competitive strengths lie in its ability to develop projects, and in its ability to manage operations and maintenance of a broad base of assets and contracts with diversified cash flows across the project life cycle. * The overall impact of privatization, government initiatives regarding PPP, and macroeconomic factors create a large market opportunity for the Company to leverage its leading position and deep sector experience. * The Kingdom’s population is expected to grow at a rate of 3.6% to 38.4 million people in 2027, with water demand expected to increase from 5.2 billion cubic meters annually in 2022 to 5.9 billion cubic meters annually in 2027. * The company's major customer SWPC has announced a seven-year plan to increase sewage treatment capacity by ~2.3 million m³ by 2027. Despite this planned expansion, there remains a capacity gap of ~2 million m³ as identified in Vision 2030, which necessitates further investment. Consequently, there is a substantial market opportunity available for the company. The company intends to enhance its market share by leveraging this potential growth. * NWC, at the recent GWI conference, indicated a large pipeline of projects, which will demand substantial investment. The company aims to capture increased market share within this pipeline of projects. * NWC's six regional clusters are in phase 1 under Manage-Operate-Maintain (MOM) contracts with a 7-year tenure. These will transition to long-term concession arrangements in phase 2. The company has been awarded 2 MOM contracts in phase 1, enhancing its chances of success in the phase 2 tendering process. Phase 2 will encompass the entire water value chain and may have an expected term of over 30 years. Transitioning the six clusters will require an estimated additional investment of more than ~SAR 25 billion, offering substantial growth opportunities for the company. * Furthermore, the government’s target to increase water reuse to 70% (current level: 22%) will bring significant business opportunities. The Company is well positioned to capture market share of reuse. TRACK RECORD OF OPERATIONAL EXCELLENCE, BACKED BY A DIVERSE PROJECT PORTFOLIO * Miahona is considered one of the leading private sector companies and was the first company in the Kingdom working to develop water and wastewater infrastructure according to the public-private partnership model, providing sustainable solutions for industrial and municipal facilities. * The Company is present across Saudi Arabia’s eight major cities and has operations that cover the entire water sector cycle from extraction and supply to collection and recycling. * With a commitment to operational excellence, the Company’s integrated model allows it to optimize its operations, reduce waste, and ensure consistent supply. For example, Miahona implemented a number of efficiency and productivity measures, with the percentage of water loss (leakage) reaching less than 10%, compared with the Kingdom’s Vision 2030 target of less than 25% and the current average in the Kingdom of 40%. * Miahona remains at the forefront of adopting new technologies and innovative solutions, partnering with internal expert teams such as development, technical, financial, legal, and project management. * Its proven track record and strong technical and operational know-how uniquely position Miahona to re-tender for its existing contracts at the time of renewal. FAST GROWING AND DEFENSIVE SECTOR * Miahona is a leading player in the water and wastewater sector in the Kingdom, with a proven track record of performance and commitment to innovation. * The first wastewater infrastructure project under the PPP model in Jeddah Industrial City is managed by Miahona. * With the first-mover advantage in the PPP sector, Miahona has six projects under long-term concessions with government and government-related entities and a further six projects on the Operation & Maintenance contract structure. * The total capacity of wastewater infrastructure projects portfolio is 1,026,500 m3/day and a network of 221 km (incl. Spark project: 326 km) and potable water infrastructure of 102,800 m3/day with a total network of 248 km (incl. Spark project: 342 km). * Miahona operates in a well-regulated industry, following the introduction of the National Water Strategy by the Ministry of Environment, Water and Agriculture in 2017. * The National Water Strategy aims to improve water and sanitation management and increase private sector participation, reducing non-revenue water to 25% (current average: 40%), increasing the percentage of water reuse from 17% in 2017 to 70% in 2030, increasing the coverage of water services from 87% to 95%. WELL-POSITIONED FOR CONTINUED GROWTH SUPPORTED BY A SOLID PROJECT PIPELINE * Miahona is well positioned to benefit from the growing demand for water and wastewater services in the Kingdom, driven by specific factors such as population growth, urbanization, and the Kingdom’s water sector strategies within the framework of Vision 2030, including privatization projects, PPP, and regulatory changes. * The government has announced a solid pipeline of new water/wastewater projects to be tendered to the private sector and management believes Miahona is well placed to benefit, having been awarded or selected as the preferred bidder at a win rate of 80% in the last three years. * The Company's competitive strengths lie in its ability to develop projects, and in its ability to manage operations and maintenance of a broad base of assets and contracts with diversified cash flows across the project life cycle. * The overall impact of privatization, government initiatives regarding PPP, and macroeconomic factors create a large market opportunity for the Company to leverage its leading position and deep sector experience. * The Kingdom’s population is expected to grow at a rate of 3.6% to 38.4 million people in 2027, with water demand expected to increase from 5.2 billion cubic meters annually in 2022 to 5.9 billion cubic meters annually in 2027. * The company's major customer SWPC has announced a seven-year plan to increase sewage treatment capacity by ~2.3 million m³ by 2027. Despite this planned expansion, there remains a capacity gap of ~2 million m³ as identified in Vision 2030, which necessitates further investment. Consequently, there is a substantial market opportunity available for the company. The company intends to enhance its market share by leveraging this potential growth. * NWC, at the recent GWI conference, indicated a large pipeline of projects, which will demand substantial investment. The company aims to capture increased market share within this pipeline of projects. * NWC's six regional clusters are in phase 1 under Manage-Operate-Maintain (MOM) contracts with a 7-year tenure. These will transition to long-term concession arrangements in phase 2. The company has been awarded 2 MOM contracts in phase 1, enhancing its chances of success in the phase 2 tendering process. Phase 2 will encompass the entire water value chain and may have an expected term of over 30 years. Transitioning the six clusters will require an estimated additional investment of more than ~SAR 25 billion, offering substantial growth opportunities for the company. * Furthermore, the government’s target to increase water reuse to 70% (current level: 22%) will bring significant business opportunities. The Company is well positioned to capture market share of reuse. TRACK RECORD OF OPERATIONAL EXCELLENCE, BACKED BY A DIVERSE PROJECT PORTFOLIO * Miahona is considered one of the leading private sector companies and was the first company in the Kingdom working to develop water and wastewater infrastructure according to the public-private partnership model, providing sustainable solutions for industrial and municipal facilities. * The Company is present across Saudi Arabia’s eight major cities and has operations that cover the entire water sector cycle from extraction and supply to collection and recycling. * With a commitment to operational excellence, the Company’s integrated model allows it to optimize its operations, reduce waste, and ensure consistent supply. For example, Miahona implemented a number of efficiency and productivity measures, with the percentage of water loss (leakage) reaching less than 10%, compared with the Kingdom’s Vision 2030 target of less than 25% and the current average in the Kingdom of 40%. * Miahona remains at the forefront of adopting new technologies and innovative solutions, partnering with internal expert teams such as development, technical, financial, legal, and project management. * Its proven track record and strong technical and operational know-how uniquely position Miahona to re-tender for its existing contracts at the time of renewal. De-risked business model underpinned by long-term contracts 04 DE-RISKED BUSINESS MODEL UNDERPINNED BY LONG-TERM CONTRACTS * Miahona has well-established capabilities in construction, ownership, operation and transfer agreements, or rehabilitation, operation and maintenance agreements in the municipal and industrial sectors, whether independently or with partners. * The Company has a strong client base, including the Saudi Water Partnership Company (“SWPC”), the National Water Company(“NWC”), the Saudi Authority for Industrial Cities and Technology Zones (“MODON”), the General Authority of Civil Aviation (“GACA”), and industrial companies such as Saudi Aramco. * Miahona has high visibility over its future cash flow, with the Company’s six concession contracts having a typical length of between 20 and 30 years, accounting for over 92% of revenue as of FY 2023. * Management believes that the Company's business model is low risk and provides it with a solid foundation for further growth, with long-term and predictable cash flows. When the Company invests its own capital, it manages risks through: * focusing on fully contracted long-term opportunities. * most contracts including risk mitigation provisions such as for inflation, protection due to changes in laws, and operating costs charged to the client; and * low credit risk due to the contractors being either government or government-backed entities. Secured, highly attractive returns based on a solid project backlog 05 SECURED, HIGHLY ATTRACTIVE RETURNS BASED ON A SOLID PROJECT BACKLOG * Miahona believes that it develops, invests and operates a business model that allows it to achieve total returns significantly above its cost of capital or hurdle rate (minimum acceptable rate of return) across its services and portfolio. * This business model supports the Company's ability to maximize price competitiveness by allocating the required total return across different value streams of development, investment, and operation. * Miahona also aims to adopt an optimal financing model for each project, using non-recourse project financing loans, with the aim of reducing the cost of financing each project and improving the risk/return profile for its shareholders. * The Company has a healthy backlog, which has grown steadily in recent years. The current total project backlog is SAR 11.3 billion, which includes an existing backlog of SAR 5.9 billion and a secured project backlog of SAR 5.4 billion. Financial stability providing flexibility to support future growth 06 FINANCIAL STABILITY PROVIDING FLEXIBILITY TO SUPPORT FUTURE GROWTH * Miahona has delivered strong financial results over the last three years, achieving revenue CAGR of 12.3% between 2021 and 2023, and EBITDA margin has grown from 36.9% to 43.8% during this time period. * Management believes that the Company’s streamlined operations allow for sustainable profit generation, with a strong and improving EBITDA signaling increased operational efficiency through economies of scale. * Miahona has a proven ability to sustainably fund operations and capitalize on growth opportunities. DE-RISKED BUSINESS MODEL UNDERPINNED BY LONG-TERM CONTRACTS * Miahona has well-established capabilities in construction, ownership, operation and transfer agreements, or rehabilitation, operation and maintenance agreements in the municipal and industrial sectors, whether independently or with partners. * The Company has a strong client base, including the Saudi Water Partnership Company (“SWPC”), the National Water Company(“NWC”), the Saudi Authority for Industrial Cities and Technology Zones (“MODON”), the General Authority of Civil Aviation (“GACA”), and industrial companies such as Saudi Aramco. * Miahona has high visibility over its future cash flow, with the Company’s six concession contracts having a typical length of between 20 and 30 years, accounting for over 92% of revenue as of FY 2023. * Management believes that the Company's business model is low risk and provides it with a solid foundation for further growth, with long-term and predictable cash flows. When the Company invests its own capital, it manages risks through: * focusing on fully contracted long-term opportunities. * most contracts including risk mitigation provisions such as for inflation, protection due to changes in laws, and operating costs charged to the client; and * low credit risk due to the contractors being either government or government-backed entities. SECURED, HIGHLY ATTRACTIVE RETURNS BASED ON A SOLID PROJECT BACKLOG * Miahona believes that it develops, invests and operates a business model that allows it to achieve total returns significantly above its cost of capital or hurdle rate (minimum acceptable rate of return) across its services and portfolio. * This business model supports the Company's ability to maximize price competitiveness by allocating the required total return across different value streams of development, investment, and operation. * Miahona also aims to adopt an optimal financing model for each project, using non-recourse project financing loans, with the aim of reducing the cost of financing each project and improving the risk/return profile for its shareholders. * The Company has a healthy backlog, which has grown steadily in recent years. The current total project backlog is SAR 11.3 billion, which includes an existing backlog of SAR 5.9 billion and a secured project backlog of SAR 5.4 billion. FINANCIAL STABILITY PROVIDING FLEXIBILITY TO SUPPORT FUTURE GROWTH * Miahona has delivered strong financial results over the last three years, achieving revenue CAGR of 12.3% between 2021 and 2023, and EBITDA margin has grown from 36.9% to 43.8% during this time period. * Management believes that the Company’s streamlined operations allow for sustainable profit generation, with a strong and improving EBITDA signaling increased operational efficiency through economies of scale. * Miahona has a proven ability to sustainably fund operations and capitalize on growth opportunities. Strong corporate governance and highly experienced management team 07 STRONG CORPORATE GOVERNANCE AND HIGHLY EXPERIENCED MANAGEMENT TEAM * Miahona’s management team comprises individuals with deep operational experience and executive capabilities gained through their work with the Company, and within the professional services and sector-related entities. * The Company has invested effectively in its internal capabilities and its team includes multidisciplinary and multicultural professionals with technical expertise in project financing, construction supervision, legal, procurement, and other services. * Miahona has a robust corporate governance framework in place with a well-structured Board of Directors, Audit committee, Executive committee, and Nominations & Remunerations committee. STRONG CORPORATE GOVERNANCE AND HIGHLY EXPERIENCED MANAGEMENT TEAM * Miahona’s management team comprises individuals with deep operational experience and executive capabilities gained through their work with the Company, and within the professional services and sector-related entities. * The Company has invested effectively in its internal capabilities and its team includes multidisciplinary and multicultural professionals with technical expertise in project financing, construction supervision, legal, procurement, and other services. * Miahona has a robust corporate governance framework in place with a well-structured Board of Directors, Audit committee, Executive committee, and Nominations & Remunerations committee. DE-RISKED BUSINESS MODEL UNDERPINNED BY LONG-TERM CONTRACTS * Miahona has well-established capabilities in construction, ownership, operation and transfer agreements, or rehabilitation, operation and maintenance agreements in the municipal and industrial sectors, whether independently or with partners. * The Company has a strong client base, including the Saudi Water Partnership Company (“SWPC”), the National Water Company(“NWC”), the Saudi Authority for Industrial Cities and Technology Zones (“MODON”), the General Authority of Civil Aviation (“GACA”), and industrial companies such as Saudi Aramco. * Miahona has high visibility over its future cash flow, with the Company’s six concession contracts having a typical length of between 20 and 30 years, accounting for over 92% of revenue as of FY 2023. * Management believes that the Company's business model is low risk and provides it with a solid foundation for further growth, with long-term and predictable cash flows. When the Company invests its own capital, it manages risks through: * focusing on fully contracted long-term opportunities. * most contracts including risk mitigation provisions such as for inflation, protection due to changes in laws, and operating costs charged to the client; and * low credit risk due to the contractors being either government or government-backed entities. SECURED, HIGHLY ATTRACTIVE RETURNS BASED ON A SOLID PROJECT BACKLOG * Miahona believes that it develops, invests and operates a business model that allows it to achieve total returns significantly above its cost of capital or hurdle rate (minimum acceptable rate of return) across its services and portfolio. * This business model supports the Company's ability to maximize price competitiveness by allocating the required total return across different value streams of development, investment, and operation. * Miahona also aims to adopt an optimal financing model for each project, using non-recourse project financing loans, with the aim of reducing the cost of financing each project and improving the risk/return profile for its shareholders. * The Company has a healthy backlog, which has grown steadily in recent years. The current total project backlog is SAR 11.3 billion, which includes an existing backlog of SAR 5.9 billion and a secured project backlog of SAR 5.4 billion. FINANCIAL STABILITY PROVIDING FLEXIBILITY TO SUPPORT FUTURE GROWTH * Miahona has delivered strong financial results over the last three years, achieving revenue CAGR of 12.3% between 2021 and 2023, and EBITDA margin has grown from 36.9% to 43.8% during this time period. * Management believes that the Company’s streamlined operations allow for sustainable profit generation, with a strong and improving EBITDA signaling increased operational efficiency through economies of scale. * Miahona has a proven ability to sustainably fund operations and capitalize on growth opportunities. STRONG CORPORATE GOVERNANCE AND HIGHLY EXPERIENCED MANAGEMENT TEAM * Miahona’s management team comprises individuals with deep operational experience and executive capabilities gained through their work with the Company, and within the professional services and sector-related entities. * The Company has invested effectively in its internal capabilities and its team includes multidisciplinary and multicultural professionals with technical expertise in project financing, construction supervision, legal, procurement, and other services. * Miahona has a robust corporate governance framework in place with a well-structured Board of Directors, Audit committee, Executive committee, and Nominations & Remunerations committee. FAQS GET THE ANSWERS TO COMMON QUESTIONS Where does Miahona plan to list? The Shares will be listed on the Main Market of the Saudi Exchange. How can I subscribe? Please contact one of the selling agents listed below: Saudi Fransi Capital and EFG Hermes KSA as the Joint Financial Advisors, Joint Bookrunners, and co-underwriters, can advise you on the process to invest. Further details will be disclosed in the prospectus in due course. We also recommend discussing your investment-related queries with your financial advisor. Who is eligible to subscribe to the offering? Subscription to the offer is available to: 1.Participating Parties: this tranche comprises investors eligible to participate in the book-building process following instructions for the Book-building Process and Allocation Method in Initial Public Offerings as issued by the Capital Market Authority (“CMA”). 2.Individual Investors: This tranche includes Saudi natural persons, any non-Saudi natural person who is resident in the Kingdom as well as any non-Saudi natural person residing in the Kingdom, or citizens of GCC states who have a bank account with one of the Receiving Agents and are entitled to open an investment account with a Capital Market Institution. When will the final offer price be announced? The final Offer Price will be determined after the book-building process, and before the beginning of the subscription period for Individual Investors. USEFUL RESOURCES ITF Press Release Prospectus Prospectus Final Offer Price Announcement RECEIVING AGENTS MPQ9+G3, King Abdulaziz Rd, Al Wizarat, P.O. Box 12622, Riyadh 11554, Saudi Arabia +966 (92) 0000576 ccc@alfransi.com.sa www.alfransi.com.sa Riyad Bank, Eastern Ring Road, P.O. Box 22622, Riyadh 11614, Kingdom of Saudi Arabia +966 (11) 4013030 customercare@riyadbank.com www.riyadbank.com CONTACTS LEAD MANAGER, JOINT FINANCIAL ADVISOR, JOINT BOOKRUNNER AND CO-UNDERWRITER Miahona.IPO@fransicapital.com.sa JOINT FINANCIAL ADVISOR, JOINT BOOKRUNNER AND CO-UNDERWRITER EFG_projectneptune@efg-hermes.com COMMUNICATION ADVISOR Daniel Yea MiahonaIPO@fgsglobal.com IMPORTANT INFORMATION The following pages contain information relating to a proposed transaction by Miahona Company (the “Company”). This information may not be accessed by residents of certain countries based on applicable securities law regulations. Please choose the country where you reside: Select Country Kingdom of Saudi Arabia Bahrain Kuwait Oman Qatar United Arab Emirates Australia Canada Japan United States of America South Africa All Other Countries Select Country * Select Country * Kingdom of Saudi Arabia * Bahrain * Kuwait * Oman * Qatar * United Arab Emirates * Australia * Canada * Japan * United States of America * South Africa * All Other Countries Next عربي DISCLAIMER – IMPORTANT ELECTRONIC VERSIONS OF THE MATERIALS (THESE “MATERIALS”) YOU ARE SEEKING TO ACCESS ARE BEING MADE AVAILABLE ON THIS WEBSITE BY MIAHONA COMPANY IN GOOD FAITH AND ARE FOR INFORMATION PURPOSES ONLY. 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Accordingly, unless an exemption under relevant securities laws is applicable, any such securities may not be offered, sold, resold, taken up, exercised, renounced, transferred, delivered or distributed, directly or indirectly, in or into the United States, Australia, Canada, South Africa, Japan, or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration of such securities in, the relevant jurisdiction. There will be no public offer of securities in the United States. For persons in member states of the European Economic Area (each a “Relevant State”), the Materials you are seeking to access are only addressed to, and directed at, persons who are “qualified investors” within the meaning of Regulation (EU) 2017/1129 (the “Prospectus Regulation”) (“Qualified Investors”). In any Relevant State, the Materials you are seeking to access are directed only at Qualified Investors and must not be acted on or relied on by persons who are not Qualified Investors. Any investment or investment activity to which these Materials relate is available in any Relevant State only to Qualified Investors, and will be engaged in only with such persons. For persons in the United Kingdom, the Materials you are seeking to access are only addressed to, and directed at, persons who are "qualified investors" within the meaning of the Prospectus Regulation, as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018, as amended and supplemented (including by the UK Prospectus Amendment Regulations 2019 and Financial Services and Markets Act 2000 (Prospectus) Regulations 2019), who: (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); (ii) fall within Article 49(2)(a) to (d) of the Order; or (iii) are otherwise persons to whom it may otherwise lawfully be communicated (all such persons being referred to as “Relevant Persons”). In the United Kingdom, the Materials you are seeking to access are directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which these Materials relate is available in the United Kingdom only to Relevant Persons, and will be engaged in only with such persons. In the United Arab Emirates (outside of the financial free zones established pursuant to UAE Federal Law No.8 of 2004): the Materials you are seeking to access are only addressed to a limited number of investors/recipients and must not be provided to any person other than the original recipient, and may not be reproduced or used for any other purpose. If you are in any doubt about the contents of these Materials, you should consult an authorised financial adviser. By accessing these Materials, the person or entity to whom it has been issued understands, acknowledges and agrees that these Materials have not been approved by or filed with the United Arab Emirates (“UAE”) Central Bank, the Securities and Commodities Authority (the “SCA”) or any other authorities in the UAE. No marketing of any financial products or services has been or will be made from within the UAE other than in compliance with the laws of the UAE and no subscription to any securities or other investments may or will be consummated within the UAE. Securities may not be marketed, offered or sold directly or indirectly to the public in the UAE without the approval of the SCA. These Materials does not constitute a public offer of securities in the UAE in accordance with the Federal Commercial Companies Law, No. 32 of 2021 (as amended or replaced from time to time) or otherwise. These Materials may be accessed in the UAE only by “professional investors” (as defined in SCA Board of Directors’ Chairman Decision No.13/R.M of 2021 (as amended from time to time)) and may not be accessed by any person other than the original recipient. In the Dubai International Financial Centre (“DIFC”): the Materials you are seeking to access relate to an Offering which is not subject to any form of regulation or approval by the Dubai Financial Services Authority (“DFSA”). The DFSA has not approved these Materials nor has any responsibility for reviewing or verifying any document or other documents in connection with the Offering. Accordingly, the DFSA has not approved these Materials or any other associated documents nor taken any steps to verify the information set out in these Materials, and has no responsibility for it. The Offering has not been offered and will not be offered to any persons in the DIFC except on that basis that an offer is: * An “Exempt Offer” in accordance with the Markets Rules (“MKT”) module of the DFSA Rulebook; and * Made only to persons who meet the “Deemed Professional Client” criteria set out in the Conduct of Business (“COB”) Module of the DFSA Rulebook (the “COB Module”). These Materials must not, therefore, be delivered to, or relied on by, any other type of person. The Offering to which these Materials relate may be illiquid and/or subject to restrictions on its resale. Prospective purchasers should conduct their own due diligence on the Offering. The DFSA has not taken steps to verify the information set out in these Materials, and has no responsibility for them. If you do not understand the contents of this Offering or are unsure whether the securities to which this Offering relates are suitable for your individual investment objectives and circumstances, you should consult an authorised financial adviser. These Materials are only addressed to and are only directed at “Deemed Professional Clients” as defined in the DFSA Rulebook, COB Module. These Materials are not directed at Retail Clients as defined in the COB Module. In the Abu Dhabi Global Market (“ADGM”): the Materials you are seeking to access relate to an Offering which is not subject to any form of regulation or approval by the Financial Services Regulatory Authority (“FSRA”). The FSRA has not approved these Materials nor has any responsibility for reviewing or verifying any document or other documents in connection with the Offering. Accordingly, the FSRA has not approved these Materials or any other associated documents nor taken any steps to verify the information set out in these Materials, and has no responsibility for them. The shares have not been offered and will not be offered to any persons in the ADGM except on the basis that an offer is: (i) an “Exempt Offer” in accordance with the FSRA Financial Services and Markets Regulations 2015 and Markets Rules; and (ii) made only to persons who meet the “Deemed Professional Client” criteria set out in the FSRA Conduct of Business Rulebook. The FSRA has not taken steps to verify the information set out in these Materials, and has no responsibility for it. If you do not understand the contents of this Offering or are unsure whether the securities to which the Offering relates are suitable for your individual investment objectives and circumstances, you should consult an authorised financial adviser. If you are not permitted to view Materials on this website or are in any doubt as to whether you are permitted to view these Materials, please exit this webpage. These Materials must not be released or otherwise forwarded, distributed or sent in or into the United States, Australia, Canada, South Africa, Japan or any jurisdiction in which such offers or sales are unlawful. Persons receiving such documents (including custodians, nominees and trustees) must not distribute or send them in, into or from the United States, Australia, Canada, South Africa or Japan. BASIS OF ACCESS Making press announcements and other documents available in electronic format does not constitute an offer to sell or the solicitation of an offer to buy any securities in the Company. Further, it does not constitute a recommendation by the Company or any other party to sell or buy securities in the Company. Unless otherwise determined by the Company and permitted by applicable law and regulation, copies of these Materials are not being, and must not be, released or otherwise forwarded, distributed or sent in or into the United States, Australia, Canada, Japan or South Africa or any other jurisdiction in which offers or sales are unlawful and persons receiving such documents, (including custodians, nominees and trustees) must not distribute or send them in or into the foregoing countries. Any failure to comply with any such restrictions may constitute a violation of the securities laws of such jurisdiction. If you are not permitted to view materials on this website or are in any doubt as to whether you are permitted to view these materials, please exit this webpage. These materials must not be, released or otherwise forwarded, distributed or sent in or into the United States, Australia, Canada, Japan, South Africa or any jurisdiction in which such offers or sales are unlawful. Persons receiving such documents (including custodians, nominees and trustees) must not distribute or send them in, into or from the United States, Australia, Canada, Japan or South Africa. GENERAL The information contained in these Materials is not comprehensive. Although care has been taken in the preparation of the information, not all such information may be accurate and up to date in all respects and the Company accepts no responsibility to update the information contained in this website. No reliance may be placed for any purpose whatsoever on the information or opinions contained in these Materials or any other document or oral statement or on the completeness, accuracy or fairness of such information and/or opinions therein. All information is provided without any warranties of any kind and the Company and its advisers make no representations and disclaim all express and implied warranties and conditions of any kind, including, without limitation, representations, warranties or conditions regarding accuracy, timeliness, completeness, non-infringement, merchantability or fitness for any particular purpose and the Company and its advisers assume no responsibility to you or any third party for the consequences of any errors or omissions. Neither the Company nor its advisers executives or directors accept any liability for any direct or indirect or consequential loss or damages of any kind resulting from any use of this website or any information contained in it. The Company accepts no responsibility for any contravention of applicable securities laws and regulations by persons as a result of false information provided by such persons. Neither these Materials nor anything contained therein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Investors may only subscribe in the securities referred to in these Materials on the basis of a duly approved prospectus to be issued and published in due course (the “Prospectus”). Copies of the Prospectus will, following publication, be available from the Company’s registered office and its website at [www.miahona.com]. These Materials are not an offer document for the purposes of the Rules on the Offer of Securities and Continuing Obligations (OSCOs) and should not be construed as such. The CMA and the Saudi Exchange do not take any responsibility for the contents of these Materials, do not make any representations as to their accuracy or completeness, and expressly disclaim any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of these Materials. There is no guarantee that the offering will occur and you should not base your financial decisions on the Company’s intentions in relation to the offering at this stage. These Materials do not constitute a recommendation concerning the offering. Acquiring shares to which These Materials relate may expose an investor to a significant risk of losing the entire amount invested. Persons considering investment should consult an investment advisor or an authorized person specializing in advising on such investments. Certain information in these Materials is of a historical nature and may be out of date. All historical information should be understood to speak from the date of its publication. Actual results and developments may be materially different from any opinion or expectation expressed in these Materials. In addition, past performance is no guide to future performance, whether of the Company or its securities. Certain statements contained in the Materials available on this part of the website constitute forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. Forward-looking statements contained in these Materials that reference past trends or activities should not be taken as a representation that such trends or activities will necessarily continue in the future. You should not place undue reliance on forward-looking statements, which speak only as of the date of the relevant document. These Materials have been made available to you in an electronic form. You are reminded that materials transmitted via this website may be altered or changed during the process of electronic transmission and consequently the Company does not accept any liability or responsibility whatsoever in respect of any difference between the materials distributed to you in electronic format and any hard copy version. By accessing these Materials, you consent to receiving it in electronic form. You are responsible for protecting against viruses and other destructive items. Your receipt of these Materials via electronic transmission is at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature. CONFIRMATION OF UNDERSTANDING AND ACCEPTANCE OF DISCLAIMER By clicking on the "I AGREE" button below, you agree that you have read and will respect the above warnings and represent and warrant that: * (i) you are not located in the United States and are not resident or located in Australia, Canada, South Africa, Japan or any other jurisdiction where accessing these materials is unlawful, and you agree that you will not transmit or otherwise send any materials contained in this website to any person in the United States, Australia, Canada, South Africa, Japan or any other territory where to do so would breach applicable local law or regulation, and * (ii) you are a resident or physically present in a member state of the European Economic Area and you are a Qualified Investor, or * (iii) you are a resident or physically present in the United Kingdom and you are a Relevant Person, or * (iv) you are otherwise authorised to access this information pursuant to applicable laws and regulations; and * (v) it is lawful for you to receive a copy of the information contained on this website. I have read and understood the disclaimer set out above. I understand that it may affect my rights and I agree to be bound by its terms. I confirm that I am permitted to proceed to electronic versions of the materials. I Agree I do not Agree عربي ANNOUNCEMENT The subscription period for individual investors will start on May 21, 2024 and conclude on May 22, 2024. RECEIVING BANKS Close RESTRICTED The information contained in this section of the website is restricted and is not for release, publication or distribution, directly or indirectly, in whole or in part in, into or from the United States of America (including its territories and possessions), any state of the United States and the District of Columbia (the “United States”), Australia, Canada, Japan, South Africa or any jurisdiction where to do so might constitute a violation of the local securities laws or regulations of such jurisdiction. Back to homepage PRIVACY POLICY ELECTRONIC VERSIONS OF THE MATERIALS (THESE “MATERIALS”) YOU ARE SEEKING TO ACCESS ARE BEING MADE AVAILABLE ON THIS WEBSITE BY MIAHONA COMPANY IN GOOD FAITH AND ARE FOR INFORMATION PURPOSES ONLY. THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSIBLE BY PERSONS IN THE UNITED STATES, OR PERSONS RESIDENT OR LOCATED IN AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE THE EXTENSION OF AVAILABILITY OF THE MATERIALS TO WHICH YOU ARE SEEKING ACCESS WOULD BREACH ANY APPLICABLE LAW OR REGULATION OR WOULD REQUIRE ANY REGISTRATION OR LICENCING WITHIN SUCH JURISDICTION. IMPORTANT: You must read the following notice carefully – it applies to all persons who access this website. Please note that the disclaimer set out below may be altered or updated. You should read it in full each time you visit the site. If you access these Materials on this website, you agree to be bound by the terms and conditions below. If you do not agree to the terms and conditions, do not access this website or view any of these Materials. OVERSEAS PERSONS Viewing the information in these Materials may be restricted and is not for release, publication or distribution, in whole or in part, directly or indirectly, in certain jurisdictions. In other jurisdictions only certain categories of person may be allowed to view these Materials. The Materials do not constitute or form a part of any offer to sell or issue, or any solicitation of any offer to purchase, subscribe for or otherwise acquire, securities in the United States, Australia, Canada, South Africa, Japan or in any jurisdiction in which such an offer or solicitation would be unlawful (the “Excluded Territories”). Any securities issued in connection with an offering have not been and will not be registered under the US Securities Act of 1933, as amended, or under any applicable securities laws of any state, province, territory, county or other jurisdiction of the United States, Australia, Canada, South Africa or Japan. Accordingly, unless an exemption under relevant securities laws is applicable, any such securities may not be offered, sold, resold, taken up, exercised, renounced, transferred, delivered or distributed, directly or indirectly, in or into the United States, Australia, Canada, South Africa, Japan, or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration of such securities in, the relevant jurisdiction. There will be no public offer of securities in the United States. For persons in member states of the European Economic Area (each a “Relevant State”), the Materials you are seeking to access are only addressed to, and directed at, persons who are “qualified investors” within the meaning of Regulation (EU) 2017/1129 (the “Prospectus Regulation”) (“Qualified Investors”). In any Relevant State, the Materials you are seeking to access are directed only at Qualified Investors and must not be acted on or relied on by persons who are not Qualified Investors. Any investment or investment activity to which these Materials relate is available in any Relevant State only to Qualified Investors, and will be engaged in only with such persons. For persons in the United Kingdom, the Materials you are seeking to access are only addressed to, and directed at, persons who are "qualified investors" within the meaning of the Prospectus Regulation, as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018, as amended and supplemented (including by the UK Prospectus Amendment Regulations 2019 and Financial Services and Markets Act 2000 (Prospectus) Regulations 2019), who: (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); (ii) fall within Article 49(2)(a) to (d) of the Order; or (iii) are otherwise persons to whom it may otherwise lawfully be communicated (all such persons being referred to as “Relevant Persons”). In the United Kingdom, the Materials you are seeking to access are directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which these Materials relate is available in the United Kingdom only to Relevant Persons, and will be engaged in only with such persons. In the United Arab Emirates (outside of the financial free zones established pursuant to UAE Federal Law No.8 of 2004): the Materials you are seeking to access are only addressed to a limited number of investors/recipients and must not be provided to any person other than the original recipient, and may not be reproduced or used for any other purpose. If you are in any doubt about the contents of these Materials, you should consult an authorised financial adviser. By accessing these Materials, the person or entity to whom it has been issued understands, acknowledges and agrees that these Materials have not been approved by or filed with the United Arab Emirates (“UAE”) Central Bank, the Securities and Commodities Authority (the “SCA”) or any other authorities in the UAE. No marketing of any financial products or services has been or will be made from within the UAE other than in compliance with the laws of the UAE and no subscription to any securities or other investments may or will be consummated within the UAE. Securities may not be marketed, offered or sold directly or indirectly to the public in the UAE without the approval of the SCA. These Materials does not constitute a public offer of securities in the UAE in accordance with the Federal Commercial Companies Law, No. 32 of 2021 (as amended or replaced from time to time) or otherwise. These Materials may be accessed in the UAE only by “professional investors” (as defined in SCA Board of Directors’ Chairman Decision No.13/R.M of 2021 (as amended from time to time)) and may not be accessed by any person other than the original recipient. In the Dubai International Financial Centre (“DIFC”): the Materials you are seeking to access relate to an Offering which is not subject to any form of regulation or approval by the Dubai Financial Services Authority (“DFSA”). The DFSA has not approved these Materials nor has any responsibility for reviewing or verifying any document or other documents in connection with the Offering. Accordingly, the DFSA has not approved these Materials or any other associated documents nor taken any steps to verify the information set out in these Materials, and has no responsibility for it. The Offering has not been offered and will not be offered to any persons in the DIFC except on that basis that an offer is: * An “Exempt Offer” in accordance with the Markets Rules (“MKT”) module of the DFSA Rulebook; and * Made only to persons who meet the “Deemed Professional Client” criteria set out in the Conduct of Business (“COB”) Module of the DFSA Rulebook (the “COB Module”). These Materials must not, therefore, be delivered to, or relied on by, any other type of person. The Offering to which these Materials relate may be illiquid and/or subject to restrictions on its resale. Prospective purchasers should conduct their own due diligence on the Offering. The DFSA has not taken steps to verify the information set out in these Materials, and has no responsibility for them. If you do not understand the contents of this Offering or are unsure whether the securities to which this Offering relates are suitable for your individual investment objectives and circumstances, you should consult an authorised financial adviser. These Materials are only addressed to and are only directed at “Deemed Professional Clients” as defined in the DFSA Rulebook, COB Module. These Materials are not directed at Retail Clients as defined in the COB Module. In the Abu Dhabi Global Market (“ADGM”): the Materials you are seeking to access relate to an Offering which is not subject to any form of regulation or approval by the Financial Services Regulatory Authority (“FSRA”). The FSRA has not approved these Materials nor has any responsibility for reviewing or verifying any document or other documents in connection with the Offering. Accordingly, the FSRA has not approved these Materials or any other associated documents nor taken any steps to verify the information set out in these Materials, and has no responsibility for them. The shares have not been offered and will not be offered to any persons in the ADGM except on the basis that an offer is: (i) an “Exempt Offer” in accordance with the FSRA Financial Services and Markets Regulations 2015 and Markets Rules; and (ii) made only to persons who meet the “Deemed Professional Client” criteria set out in the FSRA Conduct of Business Rulebook. The FSRA has not taken steps to verify the information set out in these Materials, and has no responsibility for it. If you do not understand the contents of this Offering or are unsure whether the securities to which the Offering relates are suitable for your individual investment objectives and circumstances, you should consult an authorised financial adviser. If you are not permitted to view Materials on this website or are in any doubt as to whether you are permitted to view these Materials, please exit this webpage. These Materials must not be released or otherwise forwarded, distributed or sent in or into the United States, Australia, Canada, South Africa, Japan or any jurisdiction in which such offers or sales are unlawful. Persons receiving such documents (including custodians, nominees and trustees) must not distribute or send them in, into or from the United States, Australia, Canada, South Africa or Japan. BASIS OF ACCESS Making press announcements and other documents available in electronic format does not constitute an offer to sell or the solicitation of an offer to buy any securities in the Company. Further, it does not constitute a recommendation by the Company or any other party to sell or buy securities in the Company. Unless otherwise determined by the Company and permitted by applicable law and regulation, copies of these Materials are not being, and must not be, released or otherwise forwarded, distributed or sent in or into the United States, Australia, Canada, Japan or South Africa or any other jurisdiction in which offers or sales are unlawful and persons receiving such documents, (including custodians, nominees and trustees) must not distribute or send them in or into the foregoing countries. Any failure to comply with any such restrictions may constitute a violation of the securities laws of such jurisdiction. If you are not permitted to view materials on this website or are in any doubt as to whether you are permitted to view these materials, please exit this webpage. These materials must not be, released or otherwise forwarded, distributed or sent in or into the United States, Australia, Canada, Japan, South Africa or any jurisdiction in which such offers or sales are unlawful. Persons receiving such documents (including custodians, nominees and trustees) must not distribute or send them in, into or from the United States, Australia, Canada, Japan or South Africa. GENERAL The information contained in these Materials is not comprehensive. Although care has been taken in the preparation of the information, not all such information may be accurate and up to date in all respects and the Company accepts no responsibility to update the information contained in this website. No reliance may be placed for any purpose whatsoever on the information or opinions contained in these Materials or any other document or oral statement or on the completeness, accuracy or fairness of such information and/or opinions therein. All information is provided without any warranties of any kind and the Company and its advisers make no representations and disclaim all express and implied warranties and conditions of any kind, including, without limitation, representations, warranties or conditions regarding accuracy, timeliness, completeness, non-infringement, merchantability or fitness for any particular purpose and the Company and its advisers assume no responsibility to you or any third party for the consequences of any errors or omissions. Neither the Company nor its advisers executives or directors accept any liability for any direct or indirect or consequential loss or damages of any kind resulting from any use of this website or any information contained in it. The Company accepts no responsibility for any contravention of applicable securities laws and regulations by persons as a result of false information provided by such persons. Neither these Materials nor anything contained therein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Investors may only subscribe in the securities referred to in these Materials on the basis of a duly approved prospectus to be issued and published in due course (the “Prospectus”). Copies of the Prospectus will, following publication, be available from the Company’s registered office and its website at [www.miahona.com]. These Materials are not an offer document for the purposes of the Rules on the Offer of Securities and Continuing Obligations (OSCOs) and should not be construed as such. The CMA and the Saudi Exchange do not take any responsibility for the contents of these Materials, do not make any representations as to their accuracy or completeness, and expressly disclaim any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of these Materials. There is no guarantee that the offering will occur and you should not base your financial decisions on the Company’s intentions in relation to the offering at this stage. These Materials do not constitute a recommendation concerning the offering. Acquiring shares to which These Materials relate may expose an investor to a significant risk of losing the entire amount invested. Persons considering investment should consult an investment advisor or an authorized person specializing in advising on such investments. Certain information in these Materials is of a historical nature and may be out of date. All historical information should be understood to speak from the date of its publication. Actual results and developments may be materially different from any opinion or expectation expressed in these Materials. In addition, past performance is no guide to future performance, whether of the Company or its securities. Certain statements contained in the Materials available on this part of the website constitute forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. Forward-looking statements contained in these Materials that reference past trends or activities should not be taken as a representation that such trends or activities will necessarily continue in the future. You should not place undue reliance on forward-looking statements, which speak only as of the date of the relevant document. These Materials have been made available to you in an electronic form. You are reminded that materials transmitted via this website may be altered or changed during the process of electronic transmission and consequently the Company does not accept any liability or responsibility whatsoever in respect of any difference between the materials distributed to you in electronic format and any hard copy version. By accessing these Materials, you consent to receiving it in electronic form. You are responsible for protecting against viruses and other destructive items. Your receipt of these Materials via electronic transmission is at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature. CONFIRMATION OF UNDERSTANDING AND ACCEPTANCE OF DISCLAIMER By clicking on the "I AGREE" button below, you agree that you have read and will respect the above warnings and represent and warrant that: * (i) you are not located in the United States and are not resident or located in Australia, Canada, South Africa, Japan or any other jurisdiction where accessing these materials is unlawful, and you agree that you will not transmit or otherwise send any materials contained in this website to any person in the United States, Australia, Canada, South Africa, Japan or any other territory where to do so would breach applicable local law or regulation, and * (ii) you are a resident or physically present in a member state of the European Economic Area and you are a Qualified Investor, or * (iii) you are a resident or physically present in the United Kingdom and you are a Relevant Person, or * (iv) you are otherwise authorised to access this information pursuant to applicable laws and regulations; and * (v) it is lawful for you to receive a copy of the information contained on this website. 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