The State Assets Management Agency (hereinafter – the “UzSAMA”) announces the commencement of an open international privatization process for 100% of the state-owned share in the charter capital of LLC “Universal Mobile Systems” (hereinafter – “MobiUz”).

For the organization of a successful and efficient privatization process at the international level, the international investment bank “Rothschild & Co” has been engaged as the lead strategic and financial consultant for the transaction, the international company “KPMG” – as the financial consultant for the transaction and for conducting financial, tax, and legal due diligence (“vendor due diligence”), and the international company “Deloitte” – for the independent appraisal of MobiUz.

Brief information:

LLC “Universal Mobile Systems” (operating under the trademark “MobiUz”) is a telecommunications enterprise in Uzbekistan providing modern mobile voice communication services and mobile Internet access in “4G LTE,” “UMTS,” and “GSM” standards under the trademark “MobiUz.”

For the year 2024, the enterprise achieved net revenue of 2,086 billion UZS and the total number of subscribers reached 7.8 million. Meanwhile, the current growth rates of Uzbekistan's economy and population indicate the existence of significant opportunities in this market.

Information about the sales process:

The privatization process of “MobiUz” is conducted on an open competitive basis, open to all interested parties both domestically and internationally.

The bidding process will be conducted in three stages:

• Expression of Interest (“EoI”);
• Submission of Non-Binding Offers (“NBO”);
• Submission of Binding Offers (“BO”).

Implementation of the Expression of Interest (“EoI”) stage:

At the Expression of Interest stage, applicants are invited to express their interest by submitting an Expression of Interest application that includes the following information:

1. Brief information about the Participant (including a registration certificate and type of activity).
2. Information on shareholders/participants holding more than 5% share in the charter capital of the Participant (with an indication of ownership share), as well as on the ultimate beneficiaries.
3. Financial statements for the last 3 financial years.

The Expression of Interest application may be prepared in Uzbek, Russian, or English and must be submitted by 18:00 (Tashkent time) on August 1, 2025, to the following email addresses: oleg.pushkarev@rothschildandco.com, fara.babaev@rothschildandco.com, ssandykbayeva@kpmg.com.

Received applications will be assessed for compliance with the following criteria:

• sufficiency of financial resources to acquire the state-owned share;
• absence of any judicial, administrative, arbitration, or other proceedings that could result in a prohibition on participating in the privatization process;
• compliance with the Law of the Republic of Uzbekistan No. 660-II “On Counteracting Legalization of Proceeds of Criminal Activity, Financing of Terrorism, and Financing of the Proliferation of Weapons of Mass Destruction”;
• neither the Applicant (nor, in the case of a Consortium, any Member of the Consortium), nor its shareholders/participants shall be a state-owned company;
• neither the Applicant (nor, in the case of a Consortium, any Member of the Consortium) shall be included in the public sanctions lists of the European Union and the United States, as well as any of the major international development banks (the World Bank, the European Bank for Reconstruction and Development, the Asian Development Bank), or as of the date of submission of the Application, shall be a sanctioned person or entity or the subject of any proceedings or investigation by the aforementioned sanctions authorities. Also, neither the Applicant (nor, in the case of a Consortium, any Member of the Consortium), nor any of its/their affiliated parties shall be in any way involved in any activity (directly or through any subsidiary company) that is contrary to the sanctions regimes of the above-mentioned institutions and states, and neither the Applicant (nor, in the case of a Consortium, any Member of the Consortium), nor any of its/their affiliated parties shall have as main financing parties or creditors any banks or financial institutions that are sanctioned entities, or entities controlled by or belonging to sanctioned entities.

Following the completion of the Expression of Interest (“EoI”) submission period, a list of participants who have advanced to the next stage will be formed and UzSAMA will publish relevant announcement based on the results of this stage. All applicants who expressed interest will be individually informed by Rothschild & Co and KPMG about the stage’s results and the next stage of the process throug a Process letter (“Process Letter”).

For additional information, please contact:

• Oleg Pushkarev, Director at “Rothschild & Co”: oleg.pushkarev@rothschildandco.com; tel.: +971 50 645 8679
• Farhad Babaev, assistant director at “Rothschild & Co”: fara.babaev@rothschildandco.com; tel.: +971 56 218 0356
• Saltanat Sandykbayeva, Partner at KPMG in Uzbekistan: ssandykbayeva@kpmg.com; tel.: +998 90 099 21 20
• Shokhrukh Okhunov, Head of Department at the UzSAMA: sh.oxunov@davaktiv.uz; tel.: +998 71 259 20 23

Participants who advance to the next stage of submitting Non-Binding Offers (NBO), a Non-Disclosure Agreement (NDA) will be signed, and access will be granted to the Virtual Data Room (VDR) containing general information about MobiUz’s activities for the preparation of non-binding offer (NBO) proposals.

Information about the next stage of the sales process:

Applicants who proceed to the Binding Offers (BO) stage will granted the access to the analytical reports (“vendor due diligence”) prepared by KPMG on financial, tax, and legal due diligence, as well as the opportunity to visit “MobiUz” and familiarize themselves with its operations.

At the final stage, before the submission of Binding Offers (BO), participants will be provided with the Term Sheet for the acquisition of “MobiUz” and its future activities, as well as be required to submit a guarantee payment in the amount of at least 1% of the proposed binding price offer.

Following the publication of this announcement, Rothschild & Co and KPMG will undertake comprehensive measures to promote MobiUz in international markets, distribute investment teasers through their global office networks, and actively engage with potential investors.

UzSAMA, together with consultants – Rothschild & Co and KPMG will provide the public with information about each stage, ensure that participants are kept informed.

Disclaimer:

UzSAMA reserves the right to change the sequence of the sales process or to refuse to sell to any potential buyer(s) or to conduct negotiations with them at any time without providing an explanation of the reason.

This announcement, or any part of its content, should not be considered as a form of commitment by UzSAMA regarding the sale of the Asset that could be implied in connection with the publication of this announcement. UzSAMA reserves the right, at its sole discretion, at any time and in any respect, without assuming joint or individual responsibility to:

1. make changes to the deadlines for submission of Expressions of Interest, Non-Binding Offers, etc.;
2. follow different procedures for different interested parties and/or negotiate with one or more potential buyers within the schedule and procedure jointly established by the UzSAMA, excluding any other potential buyer(s) without prior notice;
3. terminate the sales process for exact reasons;
4. and/or terminate any discussions and negotiations with any potential buyer(s) regarding the Transaction at any time and without providing explanations.