Element List	Explanation
Introduction	Within the framework of BAAN Holding Group’s strategic transformation strategy (“the Company”), which focuses on reviewing and reassessing the main sources of income and core operations, the Company entered into a Share Sale Agreement (the “Agreement”) dated 10/08/1447H, corresponding to 29/01/2026G, to sell its entire stake in Real Estate and Tourism Development Company (“Touresco”), a closed joint-stock company (“Touresco”).
Transaction Details	The Company sold its entire stake of (48.5%) of the share capital of Touresco to Abdulrahman bin Abdullah Al Mousa & Sons Company (a limited liability company) (the “Buyer”), for a total consideration of (SAR 118,825,000) (one hundred eighteen million eight hundred twenty-five thousand Saudi Riyals), in line with the Company’s strategy to focus on its core income sources and main activities.
Transaction Amount	SAR 118,825,000.
Transaction Conditions	None
Parties of the Transaction	BAAN Holding Group, and Abdulrahman bin Abdullah Al Mousa & Sons Company.
Transaction Financing Method	None
Date of Entering Into The Transaction	2026-01-28 Corresponding to 1447-08-09
Description of Activity of The Asset Subject of The Transaction	The asset subject to the transaction consists of the shares in Touresco, a company engaged in the operation and development of hotel and tourism facilities and the provision of facility support services.
Asset Book Value	The book value amounts to approximately (SAR 57,157,995)
Financial Statements for the Last Three Years of the Asset forming the Subject Matter of the Transaction	The net book value amounted to (SAR 55,366,482) as at the end of the financial year ended 31/12/2024, (SAR 50,050,274) as at the end of the financial year ended 31/12/2023, and (SAR 65,338,045) as at the end of the financial year ended 31/12/2022.
Transaction reasons	The transaction aims to utilize the cash proceeds to contribute to strengthening and growing the Company’s core business activities.
Expected Impact of the Transaction on the Company and Its Operations	Support the working capital – achieve net profits of approximately SAR 61.6 million, and the impact of that is expected to be reflected in the first quarter of the 2026 financial year.
Details of Using The Proceeds of the Asset Sale	Enhancing liquidity and working capital, which will contribute to supporting and growing the Company’s core business activities.
Related Parties	None