Jamjoom Pharmaceuticals Factory Co. announces the latest developments on Signing of a Non-Binding Term Sheet with Pharmaceutical Investment Company

Jamjoom Pharma signed a binding Share Subscription Agreement and a Shareholders’ Agreement with "Biologics Company" (a subsidiary of PIF-owned Lifera) to establish a joint venture for manufacturing and commercializing vaccines and biologics in Saudi Arabia.
Upon completion, Jamjoom Pharma will hold a 49% stake in the joint venture, subscribing to 4,900 shares for a total nominal value of SAR 490,000, while Lifera will hold the remaining 51%.
The agreement includes a commitment from both shareholders to fund the Biologics Company for a period of five years based on an agreed-upon business plan.
The General Authority for Competition has issued a no-objection certificate for the transaction, though final completion remains subject to customary approvals and conditions precedent.

Element List	Explanation
Introduction	In reference to the announcement by Jamjoom Pharmaceuticals Factory Co (the “Company” or “Jamjoom Pharma”) published on the Saudi Exchange (Tadawul) website on 05/05/1447H (corresponding to 27/10/2025G) regarding the signing of a non-binding term sheet with Pharmaceutical Investment Company (“Lifera”), a Public Investment Fund (PIF) company, Jamjoom Pharma announces that the negotiations on the non-binding term sheet resulted with Lifera incorporating a special purpose company (“Biologics Company”) for the purpose of building, owning, and operating a facility in the Kingdom to manufacture and commercialize vaccines, biologics, and biosimilars, and that Jamjoom Pharma has, on 08/02/1448H (corresponding to 22/07/2026G), entered into a binding share subscription agreement with Biologics Company for the purpose of Jamjoom Pharma becoming a joint venture shareholder in, and subscribing for shares of, Biologics Company (the “Share Subscription Agreement”), in addition to a shareholders’ agreement with Lifera and Biologics Company in respect of Biologics Company (the “Shareholders’ Agreement”).
Previous Announcement	Jamjoom Pharmaceuticals Factory Co. announces the signing of a Non-Binding Term Sheet with Pharmaceutical Investment Company, in relation to a potential strategic partnership
Date of Previous Announcement on Saudi Exchange’s Website	2025-10-27 Corresponding to 1447-05-05
Hyperlink to the Previous Announcement on the Saudi Exchange Website	Click Here
Latest Developments Of The Announced Event	The negotiations relating to the non-binding term sheet resulted with Lifera incorporating Biologics Company, and the Company will then subscribe for shares in Biologics Company, instead of directly establishing a joint venture. Pursuant to the terms of the Share Subscription Agreement, Jamjoom Pharma and Biologics Company agreed to implement actions to enable Jamjoom Pharma’s subscription in Biologics Company (the “Proposed Transaction”), whereby Jamjoom Pharma will subscribe for 4,900 new shares in Biologics Company, with a nominal value of SAR 100 per share. Upon completion, the ownership of Biologics Company will be 51% held by Lifera and 49% held by Jamjoom Pharma. The Share Subscription Agreement contains customary approvals and conditions precedent. The Company confirms that completion of the Proposed Transaction is subject to the satisfaction of the Share Subscription Agreement’s conditions. Therefore, the signing of the Share Subscription Agreement does not guarantee completion of the Proposed Transaction and any material developments or updates will be announced in due course. The Shareholders’ Agreement contains material terms, including customary governance arrangements, in addition to funding arrangements including the shareholders’ commitment to fund Biologics Company for a period of five years in accordance with the business plan once agreed.
The costs associated with the event, and if they have changed or not with indication of the reasons.	The total subscription nominal value for Jamjoom Pharma in (4,900) new shares in Biologics Company amounts to SAR 490,000.
Additional Information	Other than the total subscription nominal value for Jamjoom Pharma, it is anticipated that the financial implications will crystallize at a subsequent stage, upon the parties’ completion of the business plan for Biologics Company. Jamjoom Pharma and Lifera have obtained a no-objection certificate for economic concentration in relation to the Proposed Transaction from the General Authority for Competition. Jamjoom Pharma will announce further updates as necessary.