Jahez increases the size of its IPO

• The size of the offer will be increased from 13% to 18% and a supplementary prospectus is published on the CMA’s website
• The investment of 524,589 Shares, representing approximately 4.99% of the Group’s Share Capital, by Hassana Investment Company follows Jahez’s announcement of its intention to proceed with the IPO and listing on the Saudi Exchange’s Parallel Market (Nomu)
• The strategic cornerstone investment is the first of its kind in Saudi Arabia and has been approved by the Capital Market Authority 

Riyadh – KSA: – Jahez International Company for Information Systems Technology (“Jahez”, the “Group”, or the “Company”), Saudi Arabia’s leading online food delivery platform, announced today it has increased the size of its initial public offering (“IPO” or the “Offering”) following a cornerstone investment of 524,589 Shares, representing c. 4.99% of the Group’s Share Capital from Hassana Investment Company (“Hassana Co”), the investment management company of the General Organization for Social Insurance. The Company’s ordinary shares (“Shares”) are to be listed on the Saudi Exchange’s Parallel Market (Nomu).

The size of the Offering will now be increased from 1,363,934 Shares (13% of the Group’s Share Capital) to 1,888,523 Shares (18% of the Group’s Share Capital), following the approval by the Capital Market Authority (“CMA”). The Offer Shares will be offered for subscription to qualified institutional and qualified individual investors. The final offer price for the Offer Shares will be announced at the end of the book-building period. A supplementary prospectus is published to account for the change in the offer size on the CMA’s website (https://cma.org.sa/).

Ghassab Al Mandeel, Chief Executive Officer at Jahez International Company, commented: “We are proud to announce that we have secured the first-ever cornerstone investment in the Kingdom. We thank Hassana Co for their confidence and interest in Jahez as one of the leading, young Saudi companies at the forefront of the digital and diversified Saudi economy of the future, with a clear growth strategy supported by attractive market dynamics, a strong financial position, and led by an experienced management team.”

“Hassana Co’s investment, which has been approved by the Capital Market Authority, is a testament not only to the strong level of interest and demand from investors, but also to the ongoing development and increasing sophistication of the local capital market,” he added. 

Saad Al-Fadly, CEO of Hassana Investment Company, said: “Through its cornerstone investment in Jahez, Hassana Co is looking forward to investing in one of KSA’s leading companies operating in the digital space. We are optimistic about the future of the digital sector, which will contribute  to  the  enhancement of  the  General  Organization  of Social  Insurance  investment return.” 

The Group announced its intention to proceed with the Offering of 1,363,934 Shares on 1 December 2021, following the receipt of the CMA approval on 29 September 2021.

With respect to the Offering, the Group appointed HSBC Saudi Arabia as the Financial Advisor, Lead Bookrunner, Lead Manager, and Stabilizing Manager, while AlRajhi Capital, Saudi Fransi Capital, and Derayah Financial were appointed as Joint Bookrunners. The Saudi British Bank (SABB), Al Rajhi Bank, Derayah Financial and Saudi Fransi Capital have been appointed as receiving entities (collectively, the “Receiving Entities”) for the Qualified Individual Investors tranche.

Jahez is a homegrown Saudi business that utilizes disruptive technology to connect over 1.3 million active users with its platform’s network that includes over 12,000 merchant branches and more than 34,000 delivery partners in 47 cities across Saudi Arabia as of 31 March 2021. The Group demonstrated tremendous growth since the launch of the Jahez platform in 2016 and captured a significant market share to become a leading delivery platform in the Kingdom. In almost 5 years since its launch, the orders delivered through Jahez exceeded 68 million, with 36 million orders delivered in the first 9 months of 2021 alone, totalling SAR3.2bn of Adjusted Gross Merchandise Value (Adjusted GMV) including VAT and delivery fees.

-Ends-

ABOUT HASSANA INVESTMENT COMPANY

Hassana Investment Company is the investment arm of the General Organization of Social Insurance (GOSI) of Saudi Arabia, mandated to manage retirement and social insurance programs for public and private sectors’ workers in the KSA. Hassana Co manages one of the world’s largest investment portfolios, with total AUM exceeding US$ 250 billion, which are invested in various asset classes in the Kingdom and around the world.

ABOUT JAHEZ INTERNATIONAL COMPANY FOR INFORMATION SYSTEMS TECHNOLOGY 

The Group provides on-demand services, q-commerce and last mile delivery through its cutting-edge technology platforms, connecting customers, merchants and delivery partners across 47 cities in the Kingdom. Launched in 2016, the Jahez platform was one of the leading forces behind the disruptive shift to online food delivery in the Kingdom, supported by the growing adoption of online delivery as well as the proliferation of mobile devices adoption and delivery culture over the past few years.

As of Q1 2021, the Group had a network of more than 12,000 merchant branches, 1.3 million active users, and 34,000 delivery partners. In pursuing its goal of expanding its customer and merchant base, Jahez developed a number of service offerings and currently provides a wide array of delivery and logistical services, through its five main business streams:

·       Jahez Platform is the heart of the Group’s operations, and its technology serves as a source of orders for merchants and it provides complete logistical support and payment collection processes. Jahez platform aims to connect merchants, customers, and delivery partners via a user-friendly mobile application by providing a quick, seamless and an almost entirely automated end-to-end delivery experience.

·       PIK Platform is a quick commerce (q-commerce) business that serves as a platform for local merchants within customers’ reach and aims to connect customers with an array of their favourite brands within a period of two to three hours. The Group established PIK in 2020 to expand its reach beyond food delivery and is now able to provide customers with various retail goods, ranging from fashion and cosmetics to computer hardware and appliances.

·       Co Kitchens, in which the Group acquired a 60% stake in 2020, is a cloud kitchens platform providing food businesses with commercial kitchen spaces with no dine-in facilities, to prepare food and sell them via a delivery only model. Cloud kitchens represent a hallmark of modern dining trends, with restaurants increasingly relying on online food delivery as a way to increase their reach without the additional costs of high rent and waiting staff.

·       Logi was established in 2021 as a market enabler for the e-commerce and delivery industry in general by providing logistical solutions. Logi aims to be a leading power behind the last mile delivery in the Kingdom, and to empower local merchants by reducing operational costs. Logi will also serve as a centralized platform to support the Group in its logistical and operational needs.

·       Red Color was established as the Group’s investment arm in order to pursue its growth objectives. The Group targets investments in technology-related industries which utilize the Group’s existing assets of customers, merchants, and delivery partners.

Disclaimer

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose of the information contained in this announcement or its accuracy, fairness or completeness. The information in this announcement is subject to change. Neither Jahez nor the Bookrunners or their respective affiliates undertake to provide the recipient of this announcement with any additional information, or 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 Jahez or the Bookrunners to proceed with the Offering or any transaction or arrangement referred to therein. The contents of this announcement are not to be construed as legal, financial or tax advice.

The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein come should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy, the Offer Shares to any investor out of Saudi Arabia. The offer and sale of the Offer Shares has not been and will not be registered under the applicable securities laws of any jurisdiction out of Saudi Arabia.

This announcement is only addressed to and directed at (1) Capital Market Institutions acting for their own account within the meaning of Part 8 of the Rules on the Offer of Securities and Continuing Obligations (the “OSCO Rules”), Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (2) Clients of a Capital Market Institution by the CMA to conduct managing activities provided that this Capital Market Institution has been appointed as an investment manager on terms which enable it to make decisions concerning the acceptance of an offer and investment in the Parallel Market (Nomu) on the client’s behalf without obtaining prior approval from the client within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (3) The Government of the Kingdom, any government body, any supranational authority recognised by the CMA or the Exchange, and any other stock exchange recognised by the CMA or the Securities Depository Center within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (4) Government-owned companies, either directly or through a portfolio managed by a Capital Market Institution authorised to carry out managing activities within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (5) Companies and funds established in a member state of the Cooperation Council for the Arab States of the Gulf within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (6) Investment Funds within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment

Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (7) Non- resident foreigners permitted to invest in the Parallel Market (Nomu) and who meet the requirements stipulated in the Guidance Note for the investment of Non-Resident Foreigners in the Parallel Market (Nomu) within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (8) Qualified foreign financial institutions within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (9) Any other legal persons allowed to open an investment account in the Kingdom and an account at the Depositary Center within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (10) Any other persons prescribed by the CMA within the meaning of Part 8 of the OSCO Rules, Article 46 and 47  of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations (all referred to as “(Institutional) Qualified Investors”) (11) Natural persons allowed to open an investment account in the Kingdom and an account at the Depositary Center, and fulfil any of the following criteria: (a) Has conducted transactions in security markets of not less than 40 million Saudi riyals in total, and not less than ten transactions in each quarter during the last twelve months within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (b) His net assets is not less than 5 million Saudi Riyals;  (c) works or has worked for at least three years in the financial sector within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (d) Holds the General Securities Qualification Certificate which is recognised by the CMA within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (e) holds a professional certificate that is related to securities business and accredited by an internationally recognised entity within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations; (11) Any other persons prescribed by the CMA within the meaning of Part 8 of the OSCO Rules, Article 46 and 47 of the Investment Funds Regulations and Article 45 of the Real Estate Investment Funds Regulations (referred to as “(Individual) Qualified Investors”), all such persons the (Institutional) Qualified Investors and the (Individual) Qualified Investors in together being referred to as (the “Qualified Investors”). This communication and any investment activity to which it relates will only be engaged in with Qualified Investors and it should not be acted upon or relied on by anyone other than a Qualified Investors.

This announcement is being distributed in accordance with Article 80(g) of the OSCO Rules for the purposes of ascertaining the extent to which potential Qualified Investors are willing to participate in the potential offering of shares by Jahez on the Parallel Market (Nomu), and should not result in any binding undertakings to acquire shares or subscribe in the  Offering. This announcement is for information purposes only and under no circumstances shall constitute an offer or invitation, of form the basis for a decision, to invest in any securities of Jahez. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction.

Qualified Investors may only subscribe in the Offer Shares on the basis of the CMA approved Arabic language prospectus issued and published (the “Prospectus”). The information in  this announcement is subject to change. In accordance with Article 81(c) of the OSCO Rules, copies of the Prospectus are available on the websites of Jahez at www.jahezgroup.com , the Saudi Exchange at  www.saudiexchange.sa, the CMA at www.cma.org.sa  and the Financial Advisor.

This announcement is not an offer document for the purposes of the Rules of the OSCO Rules and should not be construed as such. The CMA and the Saudi Exchange do not take any responsibility for the contents of this announcement, do not make any representations as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of this announcement.

This announcement may include statements that are, or may be deemed to be, “forward- looking statements”. These forward-looking statements may be identified by the use of forward- looking terminology, including the terms “aim”, “anticipate”, “believe”, “can”, “consider”, “could”, “estimate”, “expect”, “forecast”, “intend”, “may”, “ought to”, “potential”, “plan”, “projection”, “seek”, “should”, “will”, “would”, or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Any forward-looking statements reflect Jahez’s current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to Jahez’s business, results of operations, financial position, liquidity, prospects, growth or strategies. Many factors could cause the actual results to differ materially from those expressed or implied by any such forward-looking statements, including, among other things, risks specifically related to Jahez and its operations, the development of global economic and industry conditions, and the impact of economic, political and social developments in Saudi Arabia. These factors will be described in more detail in the Prospectus. Forward-looking statements speak only as of the date they are made. Each of Jahez, the Bookrunners and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.

There is no guarantee that the Offering will occur and you should not base your financial decisions on Jahez’s intentions in relation to the Offering at this stage. This announcement does not constitute a recommendation concerning the Offering. Acquiring Offer Shares to which this announcement relates may expose an investor to a significant risk of losing the entire amount invested. Persons considering an investment should consult an investment advisor or an authorized person specializing in advising on such investments.

The Bookrunners are acting exclusively for Jahez and no-one else in connection with the Offering. They will not regard any other person as their respective clients in relation to the Offering and will not be responsible to anyone other than Jahez 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.

The contents of this announcement have been prepared by and are the sole responsibility of Jahez. None of the Bookrunners or any of their affiliates or respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to Jahez, its subsidiaries 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.

In connection with the Offering, each of the Bookrunners and any of their affiliates, may take up a portion of the Offer Shares in connection with the Offering as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such Offer Shares and other securities of Jahez or related investments in connection with the Offering or otherwise. Accordingly, references in the Prospectus to Jahez’s 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, the Bookrunners and any of their affiliates acting in such capacity. In addition, the Bookrunners and any of their affiliates may enter into financing arrangements (including swaps or contracts for difference) with Qualified Investors in connection with which the Bookrunners and any of their affiliates may from time to time acquire, hold or dispose of securities. None of the Bookrunners intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations

© Press Release 2021