OVERVIEW OF TRANSACTION

Capital Investments was appointed as exclusive financial advisor in connection with the sale of 100% of the share capital of Jordan Magnesia Company (“JorMag”) to a third party buyer (the “Transaction”). Capital Investments conducted financial due diligence on JorMag (including a valuation for the Company) and made recommendations as to the positioning of the asset and sale strategy to maximize value. The sale process was conducted via international broad auction to reach a wide base of strategic investors.

After running the sale process competitively and involving 45+ investors internationally, JorMag received a binding offer from Manaseer Group for Industrial and Commercial Investments LLC (“Manaseer Group”) to acquire 100% of the share capital for a total consideration of US$12.5 million on cash-free, debt-free basis. Manaseer Group and JorMag entered into a mutually-satisfactory shares sale and purchase agreement (“SPA”) on December 22, 2016. The Transaction was effected and JorMag’s shares were transferred to Manaseer Group on February 2, 2017 pursuant to the provisions of the SPA and an escrow agreement.

SIGNIFICANCE OF TRANSACTION

JorMag is a strategic national asset that has unique concession rights to extract magnesium oxide from the resource-rich Dead Sea. The construction of JorMag’s plant was completed in 2004, however the plant never commenced with commercial operations due to certain design bottlenecks and rising fuel costs.

The sale of JorMag to Manaseer Group is considered an achievement of national significance. The rehabilitation and restart of JorMag’s plant under the new management shall help the country with creating jobs, improving employment rates, and contributing to the national budget by paying mining royalties.

SIGNIFICANCE OF TRANSACTION

Capital Investments acted as the exclusive financial advisor to JorMag and its majority shareholder Arab Potash Company in connection with the Transaction.