Oman Qatar Insurance Company SAOG

Postal address: P.O. Box 3660 postal code 112, Ruwi, Sultanate of Oman

Tel No.: +96890960835

Prospectus for the issuance of up to 61,224,490 Offer Shares through Private Placement in favour of Qatar Insurance Company QSPC ("QIC") and Al Hosn Investment Company SAOC ("Al Hosn")

at an Offer Price of 196 Baiza per Offer Share.

Legal Advisor

External Auditor

Zaid Al-Maliki and Nasser Al-Tabib Law Firm

Moore Stephens LLC

P.O Box. 1118, Postal Code: 133, Muscat,

P.O Box. 933, Postal Code: 112, Muscat,

Sultanate of Oman

Sultanate of Oman

Tel: +968 22066217/ +968 99000300

Tel: +968 24061000

Email: zaid@zaid-law.com

Email: paul.callaghan@moore-

oman.com

Subscription period

Subscription start date: 10th January 2023

Subscription end date: 15th January 2023

This prospectus has been prepared in accordance with the requirements as prescribed by the Capital Market Authority. This is an unofficial English translation of the original Prospectus prepared in Arabic and approved by the CMA in accordance with Administrative Decision No. 2/2023 dated 09th January 2023. The CMA assumes no responsibility for the accuracy and adequacy of the statements and information contained in this Prospectus nor will it have any liability for any damage or loss resulting from the reliance upon or use of any part of the same by any person.

Page 1 of 20

Important Notice to Investors

"Subscribers are requested to read the content of this statement".

The objective of this Prospectus is to present material information to the investors to make the appropriate decision whether or not to invest in the Offer Shares of the Oman Qatar Insurance Company SAOG ("OQIC" or the "Company" or the "Issuer") offered for subscription through this Prospectus.

This Prospectus includes all material information and data relating to the securities and does not contain any misleading information or omit any material information. The Board of Directors of OQIC are jointly and severally responsible for the integrity and adequacy of the information contained in this Prospectus and the same has been prepared in good faith. All reasonable care has been taken to include material information and no such information has been omitted, the omission of which would render this Prospectus misleading.

All investors should examine and carefully review this Prospectus in order to decide whether it would be appropriate to invest in the Offer Shares by taking into consideration all the information contained in this Prospectus in its proper context. Investors should not consider this Prospectus a recommendation by the Company, Board of Directors, or the Legal Advisor to buy the Offer Shares. Every investor is responsible for obtaining his or her own independent professional advice on an investment in the Offer Shares and for conducting an independent evaluation of the information and assumptions contained herein using appropriate analysis or projections.

No person has been authorised to make any statements or provide information in relation to the Company or the Offer Shares other than the persons whose names are indicated in this Prospectus. Where any person makes any statement or provides information it should not be taken as authorised by the Company or the Legal Advisor.

Page 2 of 20

Forward-Looking Statements

This Prospectus contains statements that constitute statements relating to intentions, future acts and events. Such statements are generally classified as forward-looking statements and involve known and unknown risks, uncertainties and other important factors that could cause those future acts, events and circumstances to differ from the way implicitly portrayed with this Prospectus. The use of any of the words "anticipate", "continue", "estimate", "schedule", "intend", "expect", "may", "will", "project", "propose", "should", "believe" "will continue", "will pursue" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are not historical facts but reflect current expectations regarding future results or events and are based on various estimates, factors and assumptions. The Company believes the expectations reflected in those forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct.

Moreover, forward-looking statements involve inherent risks and uncertainties and speak only as at the date they are made and should not be relied upon as representing the Company's estimates as of any subsequent date.

The Company cautions investors that a number of important factors could cause actual results or outcomes to differ materially from those expressed in any forward-looking statements. These factors include, but are not limited to, the following :

•The level of demand for the Company's services and products;

•Competitive environment;

•Regulatory, legal, and fiscal developments;

•Fluctuations in foreign exchange rates, equity prices or other rates or prices;

•Inability to estimate future performance; and

•Performance of the Oman economy

The Company cannot provide any assurance that forward-looking statements will materialize. The Company, the Legal Advisor and any of their respective affiliates, disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise unless required by applicable laws.

Page 3 of 20

Financial Information and Other Information

The Company's fiscal year begins on the 1st of January and ends on the 31st of December of each year. Any discrepancy in this publication resulting from the sum and total amounts is due to the relevant rounding process.

Currency of Presentation

All references to "Rials" or "RO" are to Omani Rials, the official currency of the Sultanate of Oman. The Omani Riyal is pegged to the US Dollar and the pegged exchange rate is 1 US dollar = 0.385 OMR, 1 OMR is composed of 1,000 Baizas.

Summary or extracts of documents

All summaries of documents referred to in this Prospectus may not provide a complete summary of such documents, and statements in this Prospectus relating to such documents may not be exact reproductions of such documents or parts thereof and should not be relied upon as being comprehensive statements in respect of such documents.

Additional points to be considered

Scope of information

The information contained in this Prospectus is intended to provide to a prospective Applicant with adequate information relating to the investment opportunity and background information on the Private Placement. However, this Prospectus does not necessarily contain all the information that a prospective Applicant may consider material. The content of this Prospectus is not to be construed as legal, business or tax advice. Each prospective Applicant should consult his own lawyer, financial adviser or tax adviser for legal, financial or tax advice in relation to any subscription, purchase or proposed subscription or purchase of the Offer Shares.

Investor Due Diligence

Prior to making any decision as to whether to subscribe for the Offer Shares, prospective Applicants should read this Prospectus in its entirety. In making an investment decision, prospective Applicants must rely upon their own examination of the terms of this Prospectus and the risks involved in making an investment.

Page 4 of 20

Equity risks

All equity investments carry market risks to varying degrees. The value of any security can fall as well as rise depending on the market conditions.

Restrictions on use of information contained in this Prospectus

The information contained in this Prospectus may not be published, duplicated, copied or disclosed in whole or in part or otherwise used for any purpose other than in connection with the Offer, without the prior written approval of the Company and the Legal Advisor.

Disclaimer of implied warranties

except as required by applicable law and regulations, , no representation or warranty, express or implied, is given by the Company, or Legal Advisor or any of their respective directors, managers, accountants, advisers, lawyers, employees or any other person as to the completeness of the contents of this Prospectus; or of the projections included within; or of any other document or information supplied at any time in connection with the Offer; or that any such document has remained unchanged after the issue thereof.

Page 5 of 20

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Oman Qatar Insurance SAOC Co. published this content on 10 January 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 January 2023 11:09:07 UTC.