Dubai, UAE: Dubai Taxi Company PJSC (“DTC” or the “Company”), a leading provider of comprehensive mobility solutions in Dubai, today announces its intention to proceed with an initial public offering (the “IPO” or the “Offering”) and to list its ordinary shares (the “Shares”) to trading on the DFM.

KEY HIGHLIGHTS OF THE OFFERING

  • 624,750,000 Shares each with a nominal value of AED 0.04 will be made available in the Offering, representing 24.99% of Dubai Taxi Company’s (DTC) total issued share capital
  • All Shares to be offered are existing shares held by the Department of Finance for the Government of Dubai as the selling shareholder (the “Selling Shareholder”)
  • The Offering will be made available to UAE Retail Investors and other investors as part of the UAE Retail Offering (as defined below) as well as to professional investors outside the US, including the UAE, as part of the Qualified Investor Offering (as defined below)
  • The subscription period will open on Tuesday 21st November and end on the 28th November for UAE Retail Investors and 29th November for Professional Investors
  • The Final Offer Price will be determined through the application of a book building process
  • The Selling Shareholder reserves the right to amend the size of the Offering, as well as each tranche size, at any time prior to the end of the subscription period at its sole discretion, subject to applicable laws and the approval of the SCA
  • The Internal Sharia Supervision Committee of Emirates NBD Bank PJSC has issued a Shariah pronouncement confirming that, in its view, the Offering is compliant with Shariah principles. Investors should undertake their own due diligence to ensure that the Offering is Shariah compliant for their own purposes
  • Admission of Shares to trading on DFM (“Admission”) is expected to take place in December 2023

CAPITAL STRUCTURE AND DIVIDEND POLICY

  • The share capital of the Company, as at the date of the listing (the “Listing”), has been set at AED 100,000,000 divided into 2,500,000,000 Shares paid-in-full, with the nominal value of each Share being AED 0.04
  • Following the Offering, and starting from the fiscal year 2024, the Company intends to pay dividends twice each year in April and October
  • In addition, and in respect of the financial performance of the fourth quarter of 2023, the Company expects to distribute a first dividend of at least AED 71 million to be paid in April 2024
  • For the fiscal year 2024 and the years thereafter, an earnings linked framework with a minimum of 85% of annual net profit will be made available for distribution for the relevant period
  • The dividend policy is designed to reflect the Company's expectation of strong cash flows and expected long-term earnings potential, while allowing the Company to retain sufficient capital to fund ongoing operating requirements and continued investment for long -term growth
  • The dividend policy is subject to consideration by the Board of Directors on an annual basis in relation to the cash management requirements of the Company's business for operating expenses, finance costs, and anticipated capital expenditures and investments. In addition, the Company expects that the Board will also on an annual basis consider market conditions, the then current operating environment in the Company's markets, and the Board's outlook for the Company's business and growth opportunities

Abdul Muhsen Ibrahim Kalbat, Chairman, Board of Directors, Dubai Taxi Company said: “Thanks to the wise leadership of His Highness, Sheikh Mohammed bin Rashid Al Maktoum, Vice President and Prime Minister of the UAE and Ruler of Dubai, Dubai continues to demonstrate its commitment to growing world-class businesses and strengthening its robust capital markets.

“Benefitting from Dubai’s exceptional infrastructure and an ambition to double the size of its economy by 2033, supported by the Dubai Urban Master Plan 2040 which maps out a comprehensive plan for sustainable urban development in the emirate, Dubai Taxi Company remains key to the growth, mobility and sustainability vision of Dubai, playing an integral role in moving and connecting the millions who call Dubai home and the rapidly increasing number of tourists who visit the UAE every year.

“Through this offering, DTC is proud to support the continuation of the privatization programme pursued by the Emirate of Dubai, providing a further opportunity for foreign investment and fostering a culture of worldleading innovation and industry.”

DETAILS OF THE OFFERING

The Selling Shareholder expects to sell 24.99% of the total issued share capital of DTC (equivalent to a total of 624,750,000 Shares), with the Selling Shareholder retaining the right to amend the size of the Offering and the size of each tranche at any time prior to the end of the subscription period at its sole discretion, subject to applicable laws and the approval of the SCA.

The Offering will comprise of:

  • A public offering (the “UAE Retail Offering”) to UAE Retail Investors and other investors in the UAE (as defined in the UAE prospectus and referred to as “First Tranche” subscribers) and;
  • An offering to professional investors and other investors in a number of countries, including in the UAE, outside the United States of America in reliance on Regulation S of 1933 (as amended) and pursuant to the Exemption Offer (the “Qualified Investor Offering” and as referred to in the UAE prospectus as “Second Tranche” subscribers)

Further, as part of the Qualified Investor Offering, and in accordance with both the UAE Commercial Companies Law and the Dubai Law, the following will apply:

  • Five percent of the Offering will be reserved for offer to the Emirates Investment Authority (the “EIA”); and
  • Five percent of the Offering will be reserved for offer to the Pensions and Social Security Fund of Local Military Personnel (the “Fund”).

The UAE Retail Offering subscription period is expected to run from21st November 2023 to 28 th November 2023, with the Qualified Investor Offering subscription period expected to run from 21st November 2023 to 29th November 2023. 

The offer price per Share (the “Offer Price”) will be determined through, and following, a book building process pursuant to the Qualified Investor Offering. Investors participating in the UAE Retail Offering will subscribe for the Shares at the Offer Price.

The completion of the Offering and Admission is currently expected to take place in December 2023, subject to market conditions and obtaining relevant regulatory approvals in the UAE, including approval of admission to listing and trading on the DFM.

Pursuant to an Underwriting Agreement to be entered into between the Company, the Selling Shareholder and the Joint Bookrunners prior to the date of Listing (the “Underwriting Agreement”), the Shares held by the Selling Shareholder shall be subject to a lock-up from the date of the Underwriting Agreement up to and including 180 calendar days from Listing (the “Lock-up Period”), subject to certain permitted transfers as set out in the prospectus. The Company shall also be subject to a Lock-up Period as set out in the prospectus. The details of the UAE Retail Offering will be included in an Arabic-language prospectus (the “UAE Prospectus”) and public subscription announcement (the “Public Announcement”) with respect to the UAE Retail Offering, and in an English-language International Offering Memorandum with respect to the Qualified Investor Offering. The UAE Prospectus and the Public Announcement will be published today, and the International Offering Memorandum is expected to be published in due course. The UAE Prospectus and the International Offering Memorandum will be available at https://www.dubaitaxi.ae/en/IPO

Rothschild & Co Middle East Limited has been appointed as the Independent Financial Advisor.

Citigroup Global Markets Limited, Emirates NBD Capital PSC and Merrill Lynch International have been appointed as Joint Global Coordinators and Joint Bookrunners.

EFG-Hermes UAE Limited (acting in conjunction with EFG Hermes UAE LLC) and First Abu Dhabi Bank PJSC have been appointed as Joint Bookrunners.

Emirates NBD Bank PJSC has been appointed as the Lead Receiving Bank. Abu Dhabi Islamic Bank PJSC, Ajman Bank, Commercial Bank of Dubai, Dubai Islamic Bank, Emirates Islamic Bank, First Abu Dhabi Bank and Mashreq Bank have also been appointed as Receiving Banks.

The Internal Sharia Supervision Committee of Emirates NBD Bank PJSC has issued pronouncements confirming that, in its view, the Offering is compliant with Shariah principles. Investors should undertake their own due diligence to ensure that the Offering is Shariah compliant for their own purposes.

OVERVIEW OF DUBAI TAXI COMPANY

Dubai Taxi Company PJSC is a leading provider of comprehensive mobility solutions in Dubai. With an approximately 44% market share as at 30 June 2023 (by taxi fleet) according to the industry consultant, it is currently the number one taxi operator in Dubai, with its next largest taxi competitor having only a 22% market share. Having been established as a taxi company in 1994, the Company has since expanded to other mobility businesses by leveraging its dominant leadership in the taxi sector and operational strength. It offers an extensive range of transportation solutions across its four key business lines, including taxi services through its large, ecofriendly fleet; VIP limousine services made up of chauffeur-driven vehicles for luxury service; its bus services which includes school bus services and commercial bus services; and its last mile delivery services via delivery bikes.

Between 1 July 2022 and 30 June 2023, the Company’s taxis and limousines made 44 million trips, 42 million of which were taxi trips. Across its business lines, as at 30 June 2023, the Company operated more than 7,000 vehicles (of which 5,216 were taxis) and worked with more than 14,000 driver partners.

In November 2023, His Highness Sheikh Mohammed bin Rashid Al Maktoum, issued Law No. (21) of 2023 amending the legal status of Dubai Taxi Corporation, recognising the company as a public joint stock company named ‘Dubai Taxi Company PJSC’ with financial and administrative independence enabling it to pursue its activities and objectives.

INVESTMENT HIGHLIGHTS

Operating in an Attractive Market with Strong Macro Tailwinds

  • DTC is currently Dubai’s main taxi operator (with c.44% market share in Dubai in terms of taxi fleet as of June 2023) and is also active in other mobility business lines, specifically buses, limousines, and delivery bikes
  • Well placed to benefit from operating in the wider mobility market, which is strategically positioned to benefit from Dubai’s growing economy and favourable demographics
  • The taxi and e-hailing market in Dubai is expected to grow in part as a result of a 3% projected CAGR in Dubai’s population from 2023 to 2040, coupled with a forecasted 20% CAGR growth in tourism in Dubai from 2022 to 2025, supported by the initiatives in place under the Dubai Urban Master Plan 2040 and with more than 425 annual events being held in Dubai.
  • These expected trends are supported by government strategic plans, including the Dubai Economic Agenda, which aims to double the size of Dubai’s economy over the next decade
  • From 2017 to 2022, taxi ridership as a percentage of overall ridership in Dubai (which consists of taxi, metro, tram and buses) has remained relatively constant at approximately 32% to 34% each year • This consistent high taxi usage in Dubai is also driven by low traffic congestion, affordable taxi fares by international standards, seasonality of weather conditions, high availability of taxis which reduces waiting times and high disposable incomes

Largest Taxi Operator in Dubai with a Dominant Market Share

  • DTC is the largest taxi operator in Dubai, with a dominant market share of approximately 44% of total taxis (and providing 44% of kilometres travelled by taxi and 39% of taxi trips) as at 30 June 2023 according to the industry consultant, making it twice as large as the next largest taxi operator • DTC has accumulated almost three decades of experience and the size of its operations provides DTC with significant economies of scale and negotiating leverage for its payment terms with car and parts suppliers, fuel providers and other vendors
  • DTC operates key commercial contracts on an exclusive basis and at prime sought-after locations, including Dubai International Airport (DXB). Due to the regulatory pricing framework that charges customers an airport surcharge for all trips originating at the airport, off-peak pricing for taxi fares from the Dubai Airport for a 10-kilometre trip earns DTC almost double the fare for all other taxi trips of comparable length in Dubai
  • DTC also provides limousine services on an exclusive pick-up basis from landmark point of interests in Dubai, typically located in high density areas such as the Dubai Mall, one of the largest malls in the world, Atlantis Hotel and Dubai World Trade Centre
  • DTC’s scale has allowed the creation of its own Operations Control Centre (“OCC”) with in-house analytics (including predictive analysis through heatmaps) that enables the Company to dispatch vehicles, monitor live traffic and congestion, and allocate drivers accordingly

Favourable Taxi Regulatory Framework, Creating High Barriers to Entry

  • The Roads and Transportation Authority (the “RTA”), as the sole regulator for the Dubai taxi industry, ensures a controlled supply, regulatory safeguarding and stable market dynamics, by closely managing the creation and issuance of new licence plates, which are issued through an auction process, and thus controlling the introduction of new taxis into the market
  • Since 2018, the RTA has introduced 1,350 new licence plates, reflecting its policy of matching the supply and demand based on the city’s needs
  • Every RTA auction is open to the existing five taxi franchisees operating under franchise agreements with the RTA. Any other bidders would need to go through the RTA’s pre-approval process before being able to bid
  • The RTA has also established a robust and defensive pricing system that provides a certain level of protection from competition and from volatility in the franchisees’ costs. The RTA requires all franchisees to charge passengers a fixed tariff based on a formula that accounts for fuel volatility • While other geographic markets often allow new entrants into the market through e-hailing apps, the Dubai taxi and limousine market is regulated by the RTA which allows it to closely govern the taxi sector, and indirectly govern the limousine and e-hailing mobility sectors
  • For limousines, the RTA mandates that customer tariffs must be at a premium of at least 30% above taxi customer tariffs through mandatory licensing requirements for limousine drivers
  • Such mandates provide a key point of value and security given the impact and displacement e-hailing services have had in other geographic markets in competing with local taxis

Leading Comprehensive UAE Mobility Company with Focused Workforce Management

  • Within the limousines business line, as of 30 June 2023, the Company operated 387 luxury vehicles, offering chauffeur-driven services tailored for Dubai’s thriving tourism industry and available 24 hours a day, 7 days a week
  • In its bus business line, which commenced operations in 2015, the Company has experienced significant recent growth by successfully winning strategic contracts and rapidly deploying new buses following the COVID-19 pandemic. As of 30 June 2023, the Company operated 946 buses including school buses and commercial buses
  • Dubai’s school population is expected to increase from 343,000 in 2023 to 550,000 by 2040 and management believes DTC is well-positioned to capture the growth opportunities in the education sector
  • Following the COVID-19 pandemic and the increasing demand for online shopping and other delivery services, DTC entered the market for last mile delivery services by launching its own delivery bikes service in 2022
  • The value of the delivery bike sector in the UAE is expected to grow from an estimated U.S.$1.9 billion in 2023 to U.S.$3.4 billion by 2027, reflecting a CAGR of 15% over that period, according to the industry consultant
  • As of 30 June 2023, DTC’s services were provided by 14,538 drivers, of which 12,336 were for taxis, 970 were for buses, 630 were for delivery bikes and 602 were for limousines
  • Between 2019 and 2022, DTC trained more than 9,000 drivers each year at its accredited training centre

Integrated Business Model, Leveraging Superior Technology Solutions

  • DTC was one of the first companies to participate in the e-hailing business and to enter into a partnership with Hala in 2019 to cater for the very nascent e-hailing market in Dubai
  • In 2020, e-hailing was responsible for only 11% of taxi services in Dubai. In first half of 2023, e-hailing generated 31% of taxi services in Dubai, with DTC providing 33% of these trips. The Dubai government is targeting e-hailing to generate 80% of these services in coming years
  • DTC has its own proprietary application to cater for e-hailing: the DTC App. Currently the DTC App is only providing VIP limousines services to customers throughout Dubai and from Dubai to neighbouring emirates
  • As of 30 June 2023, the DTC App had been downloaded more than 400,000 times, used to hail over 400,000 rides and averaged more than 30,000 monthly users. Further, DTC launched its own app for its bus business line as well
  • The company hasits own advanced OCC where it is able to track live its operations, utilise and manage the fleet, its employees and drivers, monitor key performance indicators and command any changes necessary to ensure operations are being executed in an efficient and timely manner
  • DTC intends to make further investments in AI, automation, big data and integration into Dubai’s smart-city initiatives that will be commanded at its OCC
  • DTC may broaden its e-hailing approach and explore partnerships with other international e-hailing apps outside of Hala and other local apps (which regulations have allowed for since July 2023) Seasoned Senior Managers and a Wider Management Team with Strong Execution Capabilities
  • DTC’s senior managers and wider management team have significant experience within the Company and the RTA, providing it with a highly valuable understanding of the entire mobility sector • The Company is further supported by committed stakeholders such as the RTA (as its regulator and operational partner in areas like the “Taxi eHail Automated Management Systems” (“TEAMS”) architecture) and its current shareholder, the Department of Finance (“DoF”), who support the senior managers and wider management team in their aim to provide the best services and exceed customer expectations
  • DTC is well recognised internationally having won the “Great Organisations Culture” award in 2022 and the “Digital Transformation and Innovation (Solution of the Year)” from Seamless Middle East in 2022, the “Best application of technologies in the field of logistics services” awarded by Future Enterprise Awards as well as the Prestige Award for “Taxi Company of the Year – UAE”

Leading ESG Partner with Strong Focus on Urban Sustainability

  • The UAE was the first GCC country to commit to net zero emissions by 2050 and Dubai has set ambitious targets to become a sustainable metropolis and green mobility champion in line with these commitments
  • DTC has the largest fleet of environmentally-friendly vehicles in Dubai, of which approximately 80% are hybrid for taxis and approximately 77% constitutes hybrid / electric vehicles in the limousine segment, as of 30 June 2023. DTC has targets in place to reach 100% hybrid or electric vehicles by the end 2024 which is three years ahead of the RTA’s target of 2027 for all taxis in Dubai
  • DTC is prioritising its fleet transformation as this green initiative will also enable the Company to improve its profitability by reducing fuel costs
  • DTC is fully transparent, providing full clarity on both fares and criteria for allotment of taxis and has committees who oversee key aspects of operations and report to the Board. Combining these factors, the Company believes its commitment to people and good governance contributes to high customer satisfaction.

Robust Financials Demonstrating Profitability and Cash Flow Strengths

  • For the year ended 31 December 2022, DTC delivered revenue growth of 31.4% compared to the prior year and above the level recorded prior to the Covid-19 pandemic in the year ended 31 December 2019
  • For the six months ended 30 June 2023, revenue was up 10.7% compared to the same period in 2022, as the Company continues to experience strong and steady demand for its services across all of its business lines
  • For the six months ended 30 June 2023, EBITDA margin grew to 25.4% compared to 17.8% in the prior period, which is also significantly above the 20.0% EBITDA margin achieved prior to the Covid19 pandemic in the year ended 31 December 2019 and above the year ended 31 December 2022 • Net income margin for the Company was 19.5% for the six months ended 30 June 2023, having increased significantly following the Covid-19 pandemic from negative 16.4% for the year ended 31 December 2020, which supports the Company’s expectation it will be able to maintain an attractive dividend distribution
  • For the nine months ended 30 September 2023, DTC recorded revenue growth of 11.1% compared to the same period in 2022, EBITDA margin of 25.5% and net income margin of 18.9%
  • DTC continues to hold a strong free cash flow of AED 95.4 million and a strong cash conversion ratio at 44.8% for the six months ended 30 June 2023

Well Positioned to Benefit from Additional Growth Levers

  • With the flexibility afforded by its operations and financial performance, DTC is well positioned to drive its future growth as it invests in expanding in the following areas:
    • Consistently improving operational efficiency by increasing fleet utilisation and the average number of trips per day
    • Capitalising on the growth of e-hailing penetration which currently accounts for 31.0% of all taxi rides in Dubai with the Dubai Government targeting e-hailing to reach 80.0%
    • Scaling-up other verticals, with the next phase of DTC’s expansion focused on growing its bus and delivery bike business lines
    • Expanding its taxi fleet with the number of new licence plates to be awarded by the RTA expected to be in line with DTC’s current market share
    • Ongoing investment in digital across AI, big data, security and process automation, while also continuing to develop the capabilities of DTC app
    • Introduction of surge pricing fares for taxi (where approved by the RTA) and limousine trips during peak times of demand; the RTA approved surge pricing for taxis booked through ehailing on the Hala app from the fourth quarter of 2023 and the DTC is exploring the introduction of surge pricing for its limousine services
    • Expanding operations beyond Dubai, with DTC already present in Ajman through the DTC bus business line
    • Through inorganic expansion where DTC is well positioned to absorb smaller competitors in a scale-driven industry

SUMMARY OF DTC’s FINANCIAL AND OPERATING PERFORMANCE HIGHLIGHTS

ABOUT DUBAI TAXI COMPANY

Dubai Taxi Company PJSC (DTC) was recognised as a public joint stock company under Law No. (21) of 2023. The Company is a leading provider of comprehensive mobility solutions in Dubai, operating a fleet of more than 7,000 vehicles, including more than 5,200 taxis. DTC was established in 1994 to operate a fleet of taxis and has since expanded to offer an extensive range of integrated mobility solutions across four key business lines: taxis, VIP limousines, buses and last mile delivery bike services. DTC is the number one taxi operator by fleet size in Dubai with an approximately 44% market share as of 30 June 2023. In the 12 months to 30 June 2023, the Company's taxis and limousines made 44 million trips, 42 million of which were taxi trips.

MEDIA ENQUIRIES
Dubai Taxi Company (DTC)
Mohamad Jalal Nabih Nassif, Marketing Specialist
mohamad.nassif@dtc.gov.ae
Teneo (as Financial Communications Advisor)
Andy Parnis, Managing Director
andy.parnis@teneo.com
Stephen Smith, Senior Vice President
stephen.smith@teneo.com
INVESTOR RELATIONS ENQUIRIES
Dubai Taxi Company (DTC)
Aravind Manoharan,
Head of Investor Relations
ir@dtc.gov.ae

INDEPENDENT FINANCIAL ADVISOR

  • Rothschild & Co Middle East Limited

JOINT GLOBAL COORDINATORS

  • Citigroup Global Markets Limited
  • Emirates NBD Capital PSC
  • Merrill Lynch International

JOINT BOOKRUNNERS

  • EFG-Hermes UAE Limited (acting in conjunction with EFG Hermes UAE LLC)
  • First Abu Dhabi Bank PJSC

LEAD RECEIVING BANK

  • Emirates NBD Bank PJSC

RECEIVING BANKS

  • Abu Dhabi Islamic Bank PJSC
  • Ajman Bank
  • Commercial Bank of Dubai
  • Dubai Islamic Bank
  • Emirates Islamic Bank
  • First Abu Dhabi Bank PJSC
  • Mashreq Bank

DISCLAIMER

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may or should be placed by any person for any purposes whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness. The information in this announcement is subject to change. No obligation is undertaken to update this announcement or to correct any inaccuracies, and the distribution of this announcement shall not be deemed to be any form of commitment on the part of DTC to proceed with the IPO or any transaction or arrangement referred to herein.

This announcement has not been approved by any competent regulatory authority. None of Rothschild and Co Middle East Limited (“Rothschild”), the Joint Bookrunners and/or any of their respective subsidiary undertakings, affiliates or any of their respective directors, officers, employees, advisers and/or agents are responsible for the contents of this announcement.

This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any shares or any other securities nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with or act as an inducement to enter into, any contract or commitment whatsoever. Investors should not purchase any shares referred to in this announcement except on the basis of information in the International Offering Memorandum to be published by DTC in due course in connection with the proposed admission of the shares to listing and trading on the DFM. The IPO and the distribution of this announcement and other information in connection with the IPO in certain jurisdictions may be restricted by law and persons into whose possession this announcement, any document or other information referred to herein comes should inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

In particular,this announcement does not contain or constitute an offer of, orthe solicitation of an offerto buy or subscribe for, securities to any person in the United States of America, Australia, Canada, South Africa or Japan, or in any jurisdiction to whom or in which such offer or solicitation is unlawful. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States. The offer and sale of the securities referred to herein has not been and will not be registered under the Securities Act or under the applicable securities laws of the United States of America, Australia, Canada, South Africa or Japan. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada, South Africa or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, South Africa or Japan. There will be no public offer of the securities in the United States of America or any jurisdiction other than the UAE. Copies of this announcement are not being, and should not be, distributed in or sent into the United States of America, Australia, Canada, South Africa or Japan.

In the European Economic Area (the “EEA”), this announcement and this Offering are only addressed to and directed at persons in member states of the EEA who are “qualified investors” within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (as amended) (“EU Qualified Investors”). In any member state of the EEA, this announcement must not be acted or relied on by persons who are not EU Qualified Investors. In any member state of the EEA, any securities, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities, and any investment activity, to which this announcement relates is available only to, and may be engaged in only with, EU Qualified Investors.

In the United Kingdom, this announcement and this Offering are only addressed to and directed at persons who are “qualified investors” within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (as amended) as it forms part of UK law by virtue of the European Union (Withdrawal) Act 2018 and who: (i) are persons having professional experience in matters relating to investments falling within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); or (ii) are persons falling within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Order; or (iii) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise lawfully be communicated (all such persons together being referred to as “Relevant Persons”). In the United Kingdom, this announcement must not be acted or relied on by persons who are not Relevant Persons. In the United Kingdom, any securities, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities, and any investment activity, to which this announcement relates is available only to, and may be engaged only with, Relevant Persons.

This announcement has not been reviewed, verified, approved and/or licensed by the Central Bank of the UAE, the SCA and/or any other relevant licensing authority in the UAE including any licensing authority incorporated underthe laws and regulations of any ofthe free zones established and operating in the territory of the UAE, including the Financial Services Regulatory Authority, a regulatory authority of the Abu Dhabi Global Market (“ADGM”), and the Dubai Financial Services Authority (“DFSA”), a regulatory authority of the Dubai International Financial Centre (“DIFC”), or any other authority in any other jurisdiction.

Exempt offer statement (DIFC): This announcement relates to a potential Exempt Offer which may be made in the DIFC in accordance with the DFSA Rulebook. It is intended for distribution only to persons of a type specified in those rules. It must not be delivered to, or relied on by, any other person. The DFSA has no responsibility for reviewing or verifying any documents in connection with Exempt Offers. The DFSA has not approved this announcement nor taken steps to verify the information set out in it and has no responsibility for it. The securities to which this announcement relates may be illiquid and/or subject to restrictions on their resale. Prospective purchasers and subscribers of the securities referred to herein should conduct their own due diligence on the securities. If you do not understand the contents of this announcement, you should consult an authorised financial adviser.

This announcement is for distribution only to persons who: (a) are outside the Dubai International Financial Centre, (b) are persons who meet the Professional Client criteria set out in Rule 2.3.4 of the DFSA Conduct of Business Module or (c) are persons to whom an invitation or inducement in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons” for the purposes of this paragraph). This announcement is 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 this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.

Exempt Offer Statement (ADGM): This announcement relates to a potential Exempt Offer which may be made in accordance with the Market Rules of the ADGM Financial Services Regulatory Authority. This announcement isintended for distribution only to persons of a type specified in the Market Rules. It must not be delivered to, or relied on by, any other person. The ADGM Financial Services Regulatory Authority has no responsibility for reviewing or verifying any documents in connection with Exempt Offers. The ADGM Financial Services Regulatory Authority has not approved this announcement nor taken steps to verify the information set out in it, and has no responsibility for it. The securities to which this announcement relates may be illiquid and/orsubject to restrictions on their resale. Prospective purchasers of the securities referred to herein should conduct their own due diligence on the securities. If you do not understand the contents of this announcement you should consult an authorised financial advisor.

This announcement is for distribution only to persons who (a) are outside the Abu Dhabi Global Market, or (b) are Authorised Persons or Recognised Bodies (as such terms are defined in the Financial Services and Markets Regulations 2015 (“FSMR”)), or (c) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 18 of FSMR) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons” for the purposes of this paragraph). This announcement is 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 this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.

Notice to Prospective Investors in the Kingdom of Saudi Arabia: This document may not be distributed in the Kingdom of Saudi Arabia except to such persons as are permitted under the Rules on the Offer of Securities and Continuing Obligations (the “Saudi Regulations”) issued by the Board of the Capital Market Authority (the “Capital Market Authority”) pursuant to resolution number 3-123-2017, dated 27 December 2017G (as amended by resolution of the Board of the Capital Market Authority number 8-5-2023 dated 18 January 2023G).

The Capital Market Authority does not make any representation as to the accuracy or completeness of this document, and expressly disclaims any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of this document. Prospective purchasers of the securities referred to herein should conduct their own due diligence on the accuracy of the information relating to the securities. If you do not understand the contents of this document, you should consult an authorised financial advisor.

Solely for the purposes of the product governance requirements of Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the “UK Product Governance Requirements”), and/or any equivalent requirements elsewhere to the extent determined to be applicable, and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any “manufacturer” (for the purposes of the UK Product Governance Requirements) and/or any equivalent requirements elsewhere to the extent determined to be applicable) may otherwise have with respect thereto, the securitiesto which this announcement relates have been subject to a product approval process, which has determined that such securities are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in Chapter 3 of the FCA Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution through all permitted distribution channels (the “Target Market Assessment”). Notwithstanding the Target Market Assessment, “distributors” should note that: the price of the securities may decline and investors could lose all or part of their investment; the securities offer no guaranteed income and no capital protection; and an investment in the securities to be issued in the Offering is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone orin conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to any contractual, legal or regulatory selling restrictions in relation to the Offering. Furthermore, it is noted that, notwithstanding the Target Market Assessment, the underwriters will only procure investors who meet the criteria of professional clients and eligible counterparties.

Forthe avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment ofsuitability or appropriateness for the purposes of Chapters 9A or 10A respectively of the FCA Handbook Conduct of Business Sourcebook; or (b) a recommendation to any investor or group of investorsto invest in, or purchase, or take any other action whatsoever with respect to the securities Each distributor is responsible for undertaking its own target market assessment in respect of the securities and determining appropriate distribution channels.

In connection with the withdrawal of the United Kingdom from the European Union, the Joint Bookrunners may, at their discretion, undertake their obligations in connection with the potential Offering by any of their affiliates based in the EEA.

If you do not understand the contents of this announcement you should consult an authorized financial adviser.

None of DTC, Rothschild, the Joint Bookrunners and/or any of their respective subsidiary undertakings, affiliates or any of their respective directors, officers, employees, advisers, agents or any other person(s) accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy, completeness or fairness of the information or opinions in this announcement (or whether any information has been omitted from this announcement) or any other information relating to DTC or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.

This announcement does not constitute a recommendation concerning the IPO. The price and value of securities and any income from them can go down as well as up and, in the worst case, you could lose your entire investment. Past performance is not a guide to future performance. Information in this announcement cannot be relied upon as a guide to future performance. Before purchasing any securities in DTC, persons viewing this announcement should ensure that they fully understand and accept the risks which will be set out in the UAE Prospectus and the International Offering Memorandum prepared for the IPO, when published. There is no guarantee that the IPO will take place and potential investors should not base their financial or investment decisions on the intentions of DTC or any other person in relation to the IPO at this stage. Potential investors should consult a professional adviser as to the suitability of the IPO for the person(s) concerned.

This announcement contains “forward looking” statements, beliefs or opinions, including statements with respect to the business, financial condition, results of operations, liquidity, prospects, growth, strategy and plans of DTC, and the industry in which DTC operates. These forward looking statements involve known and unknown risks and uncertainties, many of which are beyond DTC's control and all of which are based on the Company’s current beliefs and expectations about future events. Forward looking statements are sometimes identified by the use of forward looking terminology such as “believes”, “expects”, “may”, “will”, “could”, “should”, “shall”, “risk”, “intends”, “estimates”, “aims”, “plans”, “predicts”, “continues”, “assumes”, “positioned” or “anticipates” or the negative thereof, other variations thereon or comparable terminology or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts and involve predictions. Forward looking statements may and often do differ materially from actual results. They appear in a number of places throughout this announcement and include statements regarding the intentions, beliefs or current expectations of the directors or DTC with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to DTC's business, concerning, amongst other things, the results of operations, financial condition, prospects, growth and strategies of DTC and the industry in which it operates.

No assurance can be given that such future results will be achieved; actual events or results may differ materially as a result of risks and uncertainties facing DTC. Such risks and uncertainties could cause actual results to vary materially from the future results indicated, expressed or implied in such forward-looking statements. The forward-looking statements contained in this announcement speak only as of the date of this announcement. The Selling Shareholder, DTC, Rothschild, the Joint Bookrunners and their respective affiliates, expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward looking statements contained in this announcement to reflect any change in its expectations or any change in events, conditions or circumstances on which such statements are based unless required to do so by applicable law.

Merrill Lynch International and Citigroup Global Markets Limited are each authorised by the Prudential Regulation Authority (the "PRA") and regulated by the Financial Conduct Authority and the PRA in the United Kingdom. Emirates NBD Capital PSC and EFG Hermes UAE LLC are each authorised and regulated by the SCA of the UAE. EFG Hermes UAE Limited is authorised and regulated by the DFSA. First Abu Dhabi Bank PJSC is authorised and regulated in the UAE by the Central Bank of the United Arab Emirates and the SCA.

Rothschild and the Joint Bookrunners are acting exclusively for the Company and the Selling Shareholder and no-one else in connection with the Offering. They will not regard any other person astheir respective clients in relation to the Offering and will not be responsible to anyone other than the Company and the Selling Shareholder for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.

In connection with the Offering, each of the Joint Bookrunners, and any of their affiliates, may take up a portion of the Shares in the Offering as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such Shares and other securities of the Company or related investments in connection with the Offering or otherwise. Accordingly, references in the International Offering Memorandum, once published, to the Shares being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, each of the Joint Bookrunners and any of their affiliates acting in such capacity. In addition, certain of the Joint Bookrunners or their affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which they or their affiliates may from time to time acquire, hold or dispose of Shares. None ofthe Joint Bookrunners or any oftheirrespective affiliatesintendsto disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA), CANADA, AUSTRALIA, SOUTH AFRICA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL OR MIGHT CONSTITUTE A VIOLATION OF THE RELEVANT REGULATIONS OF SUCH JURISDICTION.

This announcement is not a prospectus and is not an offer of securities for sale or subscription in any jurisdiction, including in or into the United States of America, South Africa, Canada, Japan or Australia.

Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoeverin any jurisdiction. Any offer to acquire shares pursuant to the potential offering will be made pursuant to, and any investor should make its investment decision solely on the basis of the information that is contained in, the international offering memorandum (the “International Offering Memorandum”) which may be published by Dubai Taxi Company PJSC (a public joint stock company established in the Emirate of Dubai, United Arab Emirates) (“DTC” or the “Company”) in due course in connection with the admission of its ordinary shares to trading on the Dubai Financial Market (the “DFM”).

The International Offering Memorandum, if published, will be addressed only to certain professional investors located within certain jurisdictions and will be in compliance with the laws and regulations ofsuch jurisdictions.

The International Offering Memorandum has not been, and will not be, approved by the United Arabic Emirates (“UAE”) Securities and Commodities Authority (“SCA”) or any other regulator in the UAE or elsewhere and the information contained in the International Offering Memorandum (if published) will not form part of any prospectus which may be published in connection with an offering of shares in the Company to retail investors in the UAE. The review of the International Offering Memorandum and any related advertisements does not fall under the SCA’s remit or jurisdiction.

This announcement has not been approved by the SCA or any other regulator in the UAE or elsewhere and does not form part of the prospectus. This announcement or any related advertisements does not fall under SCA’s remit or jurisdiction.