The State Assets Management Agency (hereinafter - "UzSAMA"), in accordance with the announcement of the tender offer for the sale (hereinafter - "Transaction") of 51.0% state interest (hereinafter - "Company" or "Asset") in the authorised capital of JSC "Dori Darmon", announces the following.

Portfolio Investments company (hereinafter - "Consultant") is the lead consultant for the privatisation of UzSAMA under this Transaction.

The Consultant has carried out the process of obtaining Expressions of Interest, Non-Binding Offers (NBO), Binding Offers (BO) of the privatisation process.

In order to create an additional opportunity for these investors, due to the fact that the price offers to purchase the Asset by applicants at the Binding offers (BO) stage are lower than the range of realisable value of the asset as calculated by the Consultant, as well as the expressed interest in participating in the sales process from many other potential applicants, the Consultant recommended to continue the privatisation process from the Binding offers (BO) stage and at this stage to accept offers with a commitment to purchase the asset from all applicants.

Accordingly, the State Assets Agency informs that the privatisation process of 51 percent of the state share in the share capital of JSC "Dori Darmon" will be continued from the stage of acceptance of Binding Offers (BO).

Here:

1. This stage is open to all applicants.

2. All interested applicants will sign a Non-disclosure agreement (NDA) and will be provided with an Information Memorandum containing the information necessary to prepare binding offers for the purchase price of the asset, access to a Virtual Data Room (VDR) containing detailed information on the Asset, including financial, tax, legal and environmental indicators prepared by the Consultant.

3. Applicants are invited to submit Binding Offers for the purchase, including the following information:

1. Brief information about the Applicants (including TPIN, and type of activity).
2. Information about shareholders/participants owning more than 5% of the share in the authorized capital of the Participant (indicating the share of ownership), as well as ultimate beneficiaries.
3. Financial statements (preferably for the last 3 years).
4. Price offer to purchase the asset.

4. 51% of the state share in "Dori Darmon" JSC will be sold with the following social obligations:

1. Provision of vital medicines to the republic's health care institutions on the basis of a commercial contract (within the framework of the decree of the Cabinet of Ministers No. 131 of 20 May 2005);
2. Storage of medicines in state reserves according to the nomenclature of the Ministry of Health on the basis of a commercial contract with compensation;
3. Organisation and operation of social pharmacies established on the basis of a public-private partnership agreement (within the framework of the decree of the Cabinet of Ministers No. 334 of 3 May 2018);
4. Maintaining obligations to provide free medicines to 14 categories of persons entitled to provide them on the basis of a commercial contract with compensation (within the framework of the decree of the Cabinet of Ministers No. 204 of 22 July 2005).

Express of interest can be prepared in Uzbek, Russian or English (at the discretion of the Applicants), and must be sent to the following e-mail addresses: munir.yakubov@piamg.uz

The deadline for submission of Binding offers is no later than November 27, 2023, 18:00 (Tashkent time).

The received applications will be selected in accordance with the following criterias:

• sufficient financial resources to acquire the Asset;
• absence of any judicial, administrative, arbitration, or other proceedings, the result of which may be a ban on participation in the privatization process;
• Compliance with Uzbekistan Law #660-II (as amended on January 15, 2019) "Countering the legalization of proceeds of crime, the financing of terrorism and the financing of the proliferation of weapons of mass destruction".
• Neither the Applicant nor any of the Consortium Members (in the case of the Consortium) must be on the public sanctions lists of the European Union and the United States or any of the major international development banks (World Bank, European Bank for Reconstruction and Development, Asian Development Bank), or on the date of the Application must be subject to any proceedings or investigation by the aforementioned sanctions authorities. Also, neither the Applicant (and, in the case of the Consortium, none of the Consortium Members) nor any of its/their affiliates is/are in any way involved in any activity (directly or through any subsidiary) contrary to the sanctions regime of the aforementioned institutions and states and, neither the Applicant (or in the case of the Consortium, any of the Consortium Members) nor any of its/their Related Parties have as principal financiers or lenders banks or financial institutions which are sub-sanctioned persons or persons controlled or owned by sub-sanctioned persons.

We remind you that this stage is open to all Participants!

DISCLAIMER

UzSAMA reserves the right to change the sequence of the privatization process or refuse to sell to any potential buyer(s) or negotiate with them at any time without explanation.

This announcement, or any part of its content, should not be taken as a form of obligation on the part of UzSAMA, "Portfolio Investments" in relation to the Asset sale, as one might assume in connection with the publication of this announcement. UzSAMA and "Portfolio Investments" reserves the right, in its sole discretion, at any time and in any respect, without assuming joint or individual responsibility:

(i) Change the deadline for submission of applications;

(ii) Follow different procedures with respect to different stakeholders and/or negotiate with one or more potential buyers within the schedule and procedure established jointly by the State Assets Agency and "Portfolio Investments", to the exclusion of any other potential buyer(s) without prior notice;

(iii) Stop the sale process for any reason;

(iv) Stop all discussions and negotiations with any potential buyer(s) in relation to the Transaction at any time and without explanation.