Fairness Opinion for the Board of Directors of Orascom

On 17 December 2024 Orascom Development Holding AG (ODH) announced that LPSO Holding Ltd. (LPSO) launched a voluntary public tender offer for all publicly held registered shares of ODH with the publication of an offer prospectus. LPSO is the primary holding company of the Sawiris family, the majority shareholder group of ODH who already holds in aggregate 77.50% of the registered shares of ODH. LPSO offers CHF 5.60 in cash per ODH share, which represents a premium of 40.7% compared to the volume-weighted average price of the last 60 trading days and a premium of 38.3% compared to the closing price on December 16, 2024. After settlement of the offer, LPSO intends to propose to the general meeting of ODH that its shares be delisted from SIX Swiss Exchange.

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Support by IFBC

IFBC prepared an independent Fairness Opinion for the Board of Directors of ODH to assess the financial adequacy of LPSO's purchase offer. The offer of CHF 5.60 in cash per ODH share is above the upper end of the value range of CHF 3.76 to CHF 5.26 determined by the sum-of-the-parts valuation. In addition, the offer price as of 16 December 2024, is significantly higher than the closing price and the volume-weighted average price of the previous 60 trading days. On the basis of the analyses and value considerations carried out, IFBC considers the offer price of CHF 5.60 per Orascom share as fair from a financial point of view. IFBC specializes in the preparation of Fairness Opinions, is a particularly qualified evaluator (accreditation by the Swiss Takeover Board pursuant to Art. 30 para. 6 TOO) and is the Swiss market leader in this field.

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About Orascom

Orascom Development Holding (ODH) is a leading developer of fully integrated towns, including hotels, private villas, apartments, leisure facilities such as golf courses, marinas, and supporting infrastructure. Orascom Development Holding’s diversified portfolio is spread over seven jurisdictions (Egypt, UAE, Oman, Switzerland, Morocco, Montenegro, and the United Kingdom). The group currently operates ten destinations: five in Egypt (El Gouna, Taba Heights, Makadi Heights, O-West, and Byoum), The Cove in the United Arab Emirates, Jebel Sifah and Hawana Salalah in Oman, Luštica Bay in Montenegro, and West Carclaze Garden Village in the United Kingdom. The shares of ODH are listed on the SIX Swiss Exchange.

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About LPSO Holding

LPSO Holding Ltd. is the primary holding company of the Sawiris family, which acts as the majority shareholder group of Orascom Development Holding AG.

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