29 Octonber 2013
Saudi Automotive Services Company (SASCO) announces that in 29th October, 2013 the company has signed a memorandum of understanding with Madaen Star Group and Mr. Majed Mohammed Al-Othman for the Acquisition of Zaiti Petroleum Services Company by SASCO, after evaluation of Zaiti Petroleum Services Company from a financial advisor and after taking the necessary approvals including the General assembly of SASCO shareholders.

SASCO would like to declare the following:

1. The board of directors has approved singing of the memorandum of understanding in its held meeting dated 29th October, 2013, through its non-stake holders' board members.

2. The memorandum of understanding period is (6) six months.

3. The main conditions of the memorandum of understanding that the other Party (Madaen Star Group & Mr. Majed Mohammed Al-Othman) commits & undertakes to submit all the required papers and documents to the financial advisor or any other body to be tested and validated for the completion of the evaluation process. After signing SASCO will get the approvals required to complete the sales contract from the required authorities to finalize the ownership transfer procedures.

4. A financial advisor will be hired later to evaluate the company.

5. Transactions that will be taken by the company during the period of the memorandum of understanding:

Appointment of a financial adviser.
Studying the financial advisor Assessment.
Negotiation of the price between the two companies.
Performing unawareness check.
Displaying the subject on the General Assembly to approve the acquisition.
Up on approval of the General Assembly, the shares purchasing contract will be signed.

6. The chairman of SASCO Mr. Ibrahim Bin Mohammed Al Hudaithi possesses an indirect share in Zaiti Petroleum Services Company (95%) through Madaen Star Group, as well as the two board members (Mr. Zeyad Abdullatif Alessa & Mr. Sultan Al Hudaithi) are board members in Madaen Star Group.

7. Zaiti Petroleum Services Company (LTD) main activity is operation of fuel stations, as it owns and operates (48) fuel stations distributed within Riyadh, Alkharj, Alqassim and Abaha cities, Madaen Star Group owns (95%) of its capital and Mr. Majed Bin Mohammed Al-Othman owns the other (5%) of the capital.

Saudi Automotive Services Company (SASCO) would like to highlight that this acquisition will add new sites to its stations network which in turn leads to increase of its operational income, and that the deal value and payment terms will be agreed after the financial advisors ends his work, noted that the completion of this deal is conditional with the approval of the official authorities and the ordinary General Assembly of the company.

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