| Element List | Explanation | 
|---|---|
| Introduction | stc   announces that it has signed a non-binding MoU with Vodafone in   relation to stc’s potential acquisition of Vodafone’s 55% shareholding   in Vodafone Egypt (The Potential Transaction) The Potential Transaction is in line with stc’s growth strategy, and it is expected to create value for stc and its shareholders. | 
| Date of signing the Memorandum of Understanding | 2020-01-29 Corresponding to 1441-06-04 | 
| Memorandum Duration | The MoU shall be effective for a period of 75 days from the date of its signature, and it can be extended with the mutual consent of both parties. | 
| Name of the Counterparty | Vodafone Group Plc (Vodafone) | 
| Name of Financial Advisor of Each Party | Will be determined at a later stage | 
| Major Terms in the Memorandum | The   two parties agreed  a cash consideration of USD 2,392m (SAR 8,970m) for   Vodafone’s 55% shareholding in Vodafone Egypt, equivalent to an   Enterprise Value for 100% of Vodafone Egypt of USD 4,350m (SAR 16,312m)   and that the final consideration to be determined upon signing of the   definitive   agreements. It is worth to mention that Vodafone will work with stc exclusively in relation to the Proposed Transaction starting from the date of the Due Diligence for a period of 75 days and it can be extended with the mutual consent of both parties. | 
| Related Parties | The Potential Transaction does not involve any related parties to stc. | 
| Actions to be Taken by the Company during the Memorandum’s Duration | Completion of due diligence in all its aspects and negotiation of the definitive agreements. | 
| Approvals | A binding agreement is yet to be entered into between stc and Vodafone with respect to the Potential Transaction. Any binding agreement with respect to the Potential Transaction will be subject to obtaining the approvals of the stc and Vodafone boards as well as any relevant regulatory approvals. | 
| Additional Information | Any material developments regarding this MoU will be announced in due course. |