Holding enter exclusive negotiations to create an independent tower company comprising up to 30,000 towers

Doha, Qatar; Kuwait City, Kuwait; Dubai, UAE;

Ooredoo Q.P.S.C. (“Ooredoo”) – Ticker: ORDS announced that Ooredoo Group has entered exclusive negotiations with Mobile Telecommunications Company K.S.C.P. (Zain Group) and UAE based TASC Towers Holding to combine their approximately 30,000 telecommunication tower assets in Qatar, Kuwait, Algeria, Tunisia, Iraq and Jordan into a jointly owned independent tower company in a cash and share deal.

This new partnership will form the largest tower company in the MENA region. The enlarged tower company will continue to operate as an independent and standalone entity providing passive infrastructure as a service throughout the region with a focus on operational efficiencies, synergies and reduction of carbon footprint.

Both Ooredoo and Zain will retain their respective active infrastructure, including wireless communication antennas, intelligent software, and intellectual property with respect to managing their telecom networks.

This transaction will create a potential shareholder value uplift for both Ooredoo Group and Zain Group through a more efficient capital structure. Both operators are committed to executing on their respective growth strategies to unlock significant capital and maximize value for shareholders while at the same time reducing the carbon footprint within the MENA region.

The parties will proceed with negotiations on an exclusive basis with a view to signing definitive agreements in Q3 2023. Ooredoo’s tower network in Oman is following a stand-alone process.

The potential transaction remains subject to, amongst other factors, agreement on final terms, signing of definitive agreements and obtaining of all required corporate and regulatory approvals. The implementation of this transaction is expected to be executed in a customized timeline for each market considering the regulatory environment and ensuring a smooth transition for the operations.