Solutions Strategic M&A - Giza Systems Acquisition

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#1Investor Presentation solutions by stc#2Agenda 1 Overview of solutions by stc 2 KSA's Macro-Economic Environment 3 Market Opportunities 4 Strategy Highlights 5 Historical Financial Performance 6 Appendix solutions by stc#3Overview of solutions by stc#4solutions by stc evolution Expanding from serving stc alone to serving government and enterprises across KSA 1995 Naseej, AwalNet and Alamiah.net, 3 of Kingdoms largest ISPs merge Awalnet acquired ISP license أول نت Awal Net 2002 AVVAL IT Services 2007 solutions won 1st SI project. Revenues jumped to SAR 300 Mn Rebranded as stc solutions. 800+ employees & presence in all major cities solutions enters into cybersecurity space & starts building loT capabilities Milestone IPO - solutions listed in the Saudi main market 2009 2011 Acquisition stc acquires AwalNet for SAR 100 Mn solutions enters into Cloud service play 2014 STC الاتصالات السعودية حلول SOLUTIONS solutions invests in cloud and builds cloud platform 2019 2021 2022 & beyond Rebranded as solutions by stc solutions by stc E2E Digital Enabler & ICT Services Provider solutions by sic 4/37#5Management Team solutions leadership team are set to achieve corporate progression and business goals. Saleh Abdullah Al Zahrani Chief Technology Officer Omer Abdullah Alnomany Chief Executive Officer (CEO) +29 years of experience in IT services and telecommunications, of which 16 years have been at stc in various leadership positions. 25+ yrs. of experience, of which the last 8 years have been in a GM position at stc Group. Prior to stc, he worked with SBM and Cisco. Ahmed Naji Bajnaid Chief Governance Officer 20+ yrs. of experience, of which +15 years in stc in various roles in Technology and Operations. Thamir Mohammad Alhammad Chief Business Outsourcing Officer 22+ yrs. of experience in IT services solutions. Worked with Cisco and stc in various IT-related roles prior to joining solutions. Yousef Abdulrahman AlMarshad Chief Commercial Officer 13+ yrs. of experience. Prior to current role, he held the role of General Manager, Government Sales in solutions. Rajeh Saad AlBogamy Chief Audit Officer 20+ yrs. of experience. Prior to current role, he held the role of GM, Business & Technology Audit in solutions. Abdulrahman Hamad Al Rubaia Chief Financial Officer 19+ yrs. of total experience in finance roles in solutions. Saleh Tareg Al Groony Chief People & Corporate Services Officer 14+ yrs. of experience in human resources. Prior to current role, he held the role of GM Human Capital Management in solutions. Muataz Abdullah Aldharrab Chief Strategy Officer 16+ yrs. in the IT services industry with multiple leadership roles in solutions. Before solutions, he worked with SBM and Cisco. Hatem Elkadi Chief Partnerships & Synergies Officer 30+ yrs. of experience in the ICT industry with multiple leadership roles in solutions. Before solutions, he worked with SBM and Cisco. solutions by sic 5/37#6Product Highlight 2022 Revenue Composition by Segment Business segment Core ICT Services Business line ◆ System integration services ♦ Communication and Internet services 19% Digital Services IT Managed and Operational Services Tit ◆ Managed services ◆ Business Process Outsourcing ◆ Cloud services ◆ Digital services Digital Services ◆ Cybersecurity Integration 27% IT Managed & Operational Services 54% Core ICT Services solutions by sic#7Product Offering Business line System Integration Services Core ICT Services Description The core business of solutions, with services spanning across the value chain, enabled through a strong local and global partner ecosystem Network Integration Infrastructure Integration ◆ Application Integration IT Advisory Services Serving high-end connectivity needs of enterprises within cities as well as remote locations Communication and Internet Services Dedicated secured and high-quality business internet VSAT services solutions by sic#8Business line Product Offering IT Managed and Operational Services Description Managed Services Managed services provides end-to-end management of: Business networks i.e., Managed WiFi, managed LAN and managed Router services; IT Infrastructure i.e., servers, edge computing, devices, assets etc. 080 Business Process Outsourcing Outsourcing services include IT support and maintenance, covering four key functional areas focusing on front-office (Customer-facing services for the clients) and back-office support services (Administrative or support services) solutions by sic#9Product Offering Digital Services Business line Cloud Services 歐 Description Full spectrum of data center & cloud services including: Colocation Disaster Recovery as a service Partner services through market place Private Cloud Public Cloud Multi cloud management Includes solutions to connect, monitor and analyze machines/devices for informed and effective decisions. Key services include: Fleet Control Digital Services Cybersecurity Integration Virtual Clinic Smart Surveillance Point of Sale M2M Connectivity Providing security services covering the full IT value chain stages, including planning, design, implementation and project management of technical solutions that cater to enterprises' specific security needs. solutions by sic#10Market Positioning solutions currently has ~20% market share in the Saudi Arabian IT market لاول + 5. + D KSA Pure Play Majority of solutions revenue is generated in Saudi Arabia Public & Private Sector 51% of revenue generated from Government (Direct and Indirect), but increasing contribution from private sector E2E solutions solutions comprehensive portfolio offers a One-Stop-Shop approach covering the entire IT value chain solutions by sic 10/37#11Competitive Landscape solutions is in an unrivalled position to maintain its leadership position in Saudi Arabia solutions competitive positioning + solutions' key strengths: Access to customers Cross-selling + Sharing brand equity Sharing best practices Opportunities as customers High barriers to entry + International Competition + +20 years track record International players are solutions' partners rather than competitors + Regulatory compliance + Customer relationships Local Competition Fragmented local industry primarily focused on reselling hardware and software with minimal professional services Other telco operators represent limited threat as they underinvested in their infrastructure for years + Market reputation + Local experience + Delivery capability (large & complex projects) solutions by sic 11/37#12Customers and Offerings Analysis solutions have a diversified customer base across the kingdom and different industries Customers by Segment As of YE 2022 Private 512 stc 16 Government 252 780 Customers Industries Government Oil and Gas Education Retail Clients by Region Real Estate Manufacturing Central 615 Western 96 Financial Services Transportation Telecommunications Eastern 73 solutions by stc 12/37#13Partnerships Well-balanced partner ecosystem to diversity our offerings + 150+ Partners including Cisco, Microsoft, Dell, VMWare, Huawei. 9 Agreements Signed under VAP scalable program to penetrate the SME segment + + + + 45% growth in partner revenue 38 new Niche digital and emerging tech partners. with significant recognition from our international partners 30|111|1. CISCO. Cloud Partner of the Year 2022 CLOUDERA Partner of the Year 2022 > HUAWEI Fellow Traveler 2022 Award Enterprise Networking Partner of the year 2022 The Partner of the Year 2022 Excellent Global Sales Partner Award 2022 DELLEMC Dell Cloud & Services Partner of the Year 2022 by Mindware FORTINET Telecom Partner of the Year 2022 COMMSCOPE® Strategic Partner of the Year 2022 paloalto NETWORKS Partner of the Year 2022 ПNetApp® Enterprise Partner of the Year 2022 TREND MICRO Enterprise Partner of the year 2022 Tiering Up Partner of the Year 2022 f5 System Integrator Partner of the year 2021 solutions by sic 13/37#14Human Capital Analysis solutions work towards achieving an apt skill level and diversified employee base As of YE 2022 Employees Age +51 years 4% 31-50 65% 1,716 Emplyees 18-30 31% Training Hours ||' More than 100 thousands Hours of training have been conducted during 2022 (+20% compared to 2021) Employees Profile Saudi, 66% Female, 18% 1,716 Employees 14/37#152 KSA's Macro-Economic Environment#16Macro-Economic Environment Robust economic outlook supportive for the ICT sector in the kingdom Real GDP Growth (%) 3.24% 8.70% Brent Oil Price / Barrel (USD) 77 3.40% 2.60% 51 Government Expenditures % of GDP (%) 40.8% 83 33.2% 83 89 83 26.9% 27.7% 27.7% 2020 2021 2022E 2023E 2024E 2020 2021 2022E 2023E 2024E 2020 2021 2022E 2023E 2024E -4.11% KSA IT Growth (%) Inflation Rate (%) Saudi Unemployment Rate (%) 13.0% 13.5% 13.1% 3.45% 12.0% 11.9% 3.06% 6.5% 6.6% 6.6% 6.9% 2.70% 6.0% 5.8% 5.8% 2.23% 2.03% 2022E 2023E 2024E 2025E 2026E 2020 2021 2022E 2023E 2024E Source: IMF October 2022 and January 2023, and IDC 2022 2021 20201 2Q 3Q 2021 2021 2021 4Q 1Q 2Q 3Q 2022 2022 2022 16/37#173 Market Opportunities#18Market Opportunities Saudi Arabia is one of the fastest growing ICT markets worldwide solutions by stc Smart Cities $500bn Government investment Data Centers $18bn Plan to build data centers Saudi Arabia 2023 ICT Strategy & Targets 285 SAR50bn 50% >25k "smart city" municipalities ICT sector IT market Growth contribution to GDP Job creation in the sector Vision 2030 fueled by digitization 50% Saudization 50% Female workforce participation Cloud First Industry 4.0 Retail Public & Private Sector Becoming Mainstream Omni-Channel Approach #1 Priority solutions and services Core ICT Services IT Managed and Operational Services Digital Services Digitization Cybersecurity Key Priority solutions by stc 18/37#194 Strategy Highlights#20solution's a Strategy AIRBAG ISA#21Strategic Objectives solutions provides innovative technology solutions that enable our customers to succeed in evolving market needs Growth Focus on growth areas by expansion and enhancements Efficiency Achieve operational excellence and optimize cost L Lead in managed & professional services Enrich & expand capabilities in traditional cloud services and managed services categories Build capabilities in the domains of App integration & management, cloud professional services and BPO E Expand product portfolio & market reach Expand target market reach by penetrating untapped market segments Protect & expand in high margin products by strengthening productization capabilities in digital, emerging tech and managed services A Advance customer success & partner ecosystems Build best in class customer experience and achieve excellence in delivery Expand partner ecosystem and explore flexible business models to address customer needs throughout their digital transformation journey P Promote internal efficiencies & collaboration Achieve agility through internal processes optimization and digitalization Optimize investments in internal capabilities buildup and resources management solutions by sic 21/37#22b M&A Strategy#23In the MENA region, the market for IT services is ripe for consolidation MENA's IT market is dynamic and fragmented - perfect ingredients for strong M&A activity going forward MENA is following in the footsteps of mid-market ICT M&A activity globally solutions' M&A strategy is built on three pillars with the aim to scale, widen the offering, and remain the industry leader: 01 02 Strengthening existing portfolio and sectors of activity Vertical integration to improve depth of offering Expanding into new segments and new geographies Horizontal expansion to widen offering and geographic footprint 03 Entering disruptive technologies Capturing opportunities in growing industries solutions by sic 23/31#24Giza overview Giza transaction will further enhance solutions' one stop shop offering and enable access to new markets. Portfolio Geographical Presence System & Application Integration System, application & infra integration and advisory services Digital solutions Industrial and physical security bespoke digital solutions Total: 1,517 FTEs KSA Cairo 308 FTE 33% revenue Egypt 1,146 FTE 63% revenue 350 Customers WECA & Others 63 FTE Riyadh 3% revenue Application Development & Management Custom application development, app mgmt. & SW deploy and support Data Center & Cloud Services Infrastructure/DC services, cloud advisory, migration & deployment Giza's market share in Egypt is estimated at ~7% in 2021 STC and SEC are Giza's two largest customers in KSA Verticals, Sectors and Partners Telecom & ICT Energy & Government Core Utilities Nairobi Manufacturing Oil & Gas Real Estate IBM ORACLE Asandvine Ui Path" Schneider Electric teradata. VeеAM Red Hat DOELLEMC software AG vmware® solutions by sic 24/37#25Giza acquisition fits well with solutions' M&A strategy The transaction completed on the 3rd of October 2022 Transaction details Acquisition of 88.19% in Giza Systems and 34% in its Saudi subsidiary (Giza Arabia - the remaining 66% share capital in Giza Arabia are already owned by Giza Systems) ■ Balance of 11.81% in Giza owned by the retained Giza management team ☐ The purchase consideration was SAR 466 mn of which SAR 160 mn were identified as intangible assets and SAR 193 mn was recognized as goodwill Critical personnel will be locked in Transaction timeline 4th April 2022 Tadawul announcement about the signing of a binding offer for acquiring 89.49% of Giza Systems and 34% of its subsidiary Giza Arabia 4th October 2022 Tadawul announcement about the completion of Giza Systems and Giza Arabia acquisition on the 3rd of October 2022 Strategic Rationale ☐ Financial Rationale Good strategic fit - Giza ticks two boxes for solutions: 1. Strong presence in new geography: Egypt 2. It brings strong expertise in application integration, development and management, allowing solutions to widen its offering and strengthen its one- stop-shop proposition Giza will continue to be run separately in the short term Giza will remain a separate legal and operational entity with a distinct market positioning in Egypt Giza was acquired at an attractive EBITDA multiple of 6.6x compared to 20.9x for solutions solutions expects to realize revenue synergies through project cross-selling and up-selling and from new client targeting and acquisition on the back of a stronger portfolio solutions by sic 25/37#26ccc Transaction Overview ccc was established as a captive call center company for stc but has grown to acquire significant B2B business Background Founded in 2011 as a JV between stc Group and the US-based global company STARTEK, a conglomerate CX mgmt. company Biggest customer experience management provider in KSA handling over 35 mn annual interactions Presence & reach 5,823 FTEs Madinah 84% Saudization 35% female Riyadh Jeddah Offerings mainly Customer Care BPO, staffing (MPO) for mostly large clients in KSA; nascent shared services, consulting, other specialized services 25+ Clients Transaction Details and Rationale Transaction details: ◉ The transaction to acquire of 100% in Contact Center Company (ccc) was initially announced on the 10th of November 2022 and is expected to complete in 2Q 2023. The acquisition will be based on 100% Enterprise Value amounting to SAR 450 million ◉ solutions Intends to fund the acquisition from its own resources ■ Good strategic fit - ccc ticks three boxes for solutions: 1. ccc Serves solutions' Business Process Outsourcing (BPO) aspirations by expanding its portfolio in scope - beyond MPO and HR - and scale 2. It completes solutions' coverage of ICT customer journey by enabling end-to-end offerings from design to operations 3. It delivers accelerated revenue growth and fulfils the inorganic growth agenda Services Portfolio . Customer Lifecycle Management • Customer care • Telesales • Social media management Retention & loyalty management Digital Platforms Business intelligence • Speech analytics • Big data ⚫ Cyber security • Work from home • Omni channel HR Services • Staff augmentation Recruitment • Training • On-boarding • Payroll . processing 30mn+ calls answered 320k+ customers retained 8+ languages Shared Services • Finance · • • Accounting Business process engineering solutions by sic 26/31#27LO 5 Historical financial performance 9#28Historical financial performance Growth across all business segments and channels during the last five years... Core ICT Services Revenue Trend (SARmn) IT Managed & Operational Services Revenue Trend (SARmn) Digital Services Revenue Trend (SARmn) +29% CAGR +29% CAGR +17% CAGR 4,772 2,330 1,952 1,518 1,586 1,704 3,744 3,670 1,630 1,142 2,566 2,960 1,155 854 622 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022 YOY +15% +26% -2% +30% YOY +35% +41% +20% +19% YOY +84% +33% +5% +7% Revenue from stc (SARmn) Revenue from Private Sector (SARmn) Revenue from Government (SARmn) +32% CAGR +26% CAGR +13% CAGR 2,424 2,762 1,594 4,054 4,449 2,063 1,724 2,048 993 1,107 3,474 722 2,472 528 1,789 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022 YOY +20% +18% -16% +35% YOY +37% +37% +11% +44% YOY +38% +41% +17% +10% solutions by sic 28/37#29Historical financial performance ...resulted in consistent growth and solid profitability Revenue Trend (SARmn) +21% CAGR EBITDA Trend (SARmn) +23% CAGR- Net Profit Trend (SARmn) +17% CAGR 8,805 1,392 1,054 6,891 7,208 1,107 833 5,257 862 702 4,041 556 615 440 394 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022 YOY +30% +31% +5% +22% YOY -28% +96% +28% +26% YOY -29% +78% +19% +27% Gross Profit Margin (%) EBITDA Margin (%) Net Profit Margin (%) 23.9% 23.7% 13.8% 20.6% 22.8% 15.2% 15.4% 15.8% 16.1% 12.5% 11.6% 12.0% 10.2% 8.4% 7.5% 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022 solutions by sic 29/37#306 Appendix#31FY 2021 delivery on a IPO promises solutions by stc#32FY 2021- Delivering on key IPO promises solutions delivered against guidance provided during the IPO process Revenue Profitability Capex IPO Key Messages & FY21 Guidance Group revenue growth to be broadly in line with market growth of mid-to-high single-digit from 2021 onwards Core ICT Services revenue growth of mid single-digit Mid-teens revenue growth in IT Managed and Operational Services FY 2021 Delivery Group revenue growth of +13% YoY Core ICT Services revenue growth of +13% YoY IT Managed and Operational Services revenue growth of +20% YoY Digital Services revenue growth of low single-digit Digital Services revenue growth of +7% YoY ~75 bps improvement in EBITDA Margin over the Medium Term EBITDA margin improved from 12.5% in 1Q 2020 to 14.2%, +165 bps YoY Capex to normalise back to historical levels after a spike in 2020 (2.5% of revenue from 2021 onwards) Capex intensity ratio down to 2.0%, from 7.8% in 2020 solutions by sic 32/37#33b Awards solutions by stc#34Awards Awards, recognition, and certifications Acknowledgement off Achievement solutions 203 Ca September 201 solutions SAUDI CFO AWARDS tmforum Implementation Conformance Certificate eTOM 20.5 PROCUREMENT 6TERNATIONAL IPSC UFFY CHAIN 2021 CONFERENCE ATLANTIC Blue Ocean Award for supply chain management from IPSC procurement MIDDLE EAST Procurement Digital Transformation MIDDLE EAST & NORTH AFRICA STEVIE AWARDS جوائز ستيفى الشرق الأوسط وشمال أفريقيا Two Stevie Awards: Gold and Bronze Saudi TRADE FINANCE summit solutions' CFO awarded CFO of the Year 2021 (Public Sector) servicenow solutiora Great Place To Work® Certified DEC 2021-DEC 2022 KSA TIER OPERATIONS Solutions by STC STCS Dammam7 Data Center Expiras 11 November 2024 UPTIME INSTITUTE CERTIFIED GOLD الموارد البشرية والتنمية الاجتماعية Best Work Environment for Women servicenow. IT and Customer Services Digitization tahawultech.com CISO50 AWARDS 2021 CISO 50 and Future Security Awards 2021 based on efforts in security transformation from Tahawultech.com Certified Great Place to Work for high-trust, high- performing workplace culture Certified Dammam7DC Gold by Uptime Institute GAME MODE First place for quarterly performance in most video games from GAME MODE GCC GOV HR AWARDS 26 October 2021 | Dubai, UAE Outstanding Change Management Strategy Award from the GCC GOV HR Awards PM Project Management Institute. Top 3 nominees for project of the year from the Project Management Institute IAOP The Association with Collaboration at its Cone Appointed as Corporate Members of the IAOP GLOTEL AWARDS 202 Highly Commended Honour at GLOTEL AWARDS 2021 solutions by sic 34/37#35C IR Contact solutions by stc#36IR Contact Details Contact solutions by stc investor relations team Abdullah Al-Dayal Investor Relations Director +966 11 525 2985 [email protected] middle east investor relations association IR AWARDS WINNER 2022 Faisal Altimyat Investor Relations Manager +966 11 525 2159 [email protected] Investor relations – solutions by stc - solutions ir by stc Download our IR App solutions by stc GET IT ON Google Play Download on the App Store#37Thank You solutions by stc

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