Arif Habib LimitedPSX: AHL

Publication of Public Announcement of Intention to acquire voting shares and control of Engro Polymer Chemicals Limited

· Issued by Arif Habib Limited


March 12, 2026

Executive Director

Public Offering & Regulated Persons Department Securities Market Division

Securities and Exchange Commission of Pakistan NIC Building, Jinnah Avenue

Islamabad

The General Manager

Pakistan Stock Exchange Limited Stock Exchange Building

Karachi

The Chief Executive

Engro Polymer Chemicals Limited

8thFloor, The Harbor Front Building, HC-3, Marine Drive, Block 4, Clifton, Karachi.

Subject: Publication of Public Announcement of Intention to acquire voting shares and control of Engro Polymer Chemicals Limited

Dear Sir(s),

This is with reference to the Public Announcement of Intention to acquire voting shares and control of Engro Polymer Chemicals Limited (the "Target Company") by Lotte Chemicals Pakistan Limited (the "Acquirer"). In this regard, we would like to inform you that the Public Announcement of Intention has been published in Business Recorder and Nawa-i-Waqt on March 12th, 2026, in accordance with Regulation 6(5) of the Listed Companies (Substantial Acquisition of Voting Shares and Takeovers) Regulations, 2017

Copy of the newspaper publications where Public Announcement of Intention has been published is enclosed herewith. You may contact the undersigned for any additional information or clarification.

For and on behalf of Arif Habib Limited (Manager to the Offer) Yours faithfully



Hamza Rehan

AVP, Investment Banking

Farhan Rizvi

MD, Investment Banking



8

Business Recorder, Karachi

Thursday, March 12, 2026

Admonishment: Please note that the public announcement of intention to acquit voting shares/ control

oJ Engro T•otymer Chemicals limited i's subject to obtaining the requisite regulatory

approvals are not granted by the c:oncei-ned re ula tory amh ori ty(res).

Part A

Company Name of

Registration Nature Nature of

Description held

control/more than

or both

The Acquirer intends to acquire approximately 56. 19% shareholding and control in the Target Company. Public Offer shall be made in accordance with Regulation 14 of the Listed Companies (Substantial Acquisition of Voting Shares and Takeovers) Regulations, 2017 ("Regulations"), which, if applicable, shall be pursuant to a competitive bid under Regulation 17 of the Regulations if, at the time, there is an earlier

Lotte Chemica 39152 Pakistan Limited

Muhamm Vest Trade 4795

Ali Cheema International FZE

Public

Listed Chemicals

Trading and

Petrochemicals &

Intended acquisition through

Share Purchase A greernerit

Number of shares

51 0,733,45 l

Percentage

Approx 56. 1 9% of the paid-up capital of the Target Company

PACHEM Global 124536

ted*

H0ldin C0m dflV

Petrochemical Manufacturin

100%

Public offer* 159 094 94 l 17.50%

*Mitsubishi Corporation has entered into a Share Purchase Agreement SPA) with is Liberty Daharki Power

.stake in EPCL, sul›ject to thefiilfilment ofconditions precedent, including requisite corporate and regulatory approvals. Accordingly, the puhlic ojfer has been adjusted in line with the minimum puhlic ojfer m:quirement under the Listed Companies L5ubS£anfia/ Acquisition of Votiny Shares and TaWovers9 Act.

Part-B

  1. Information about the acquirer

    Montage Commodi FZCO

    Montage

    FZCO

    Trading of

    ROIIIIt0did

    Trading of Commoditi

    50%

    1. Name(s) and address(es) of acquirer along withpersons acting in concert, if any.

      Acquirer

      Name Address

      Lotte Chemical Pakistan Limited EZ/1/P 4, Eastern Industrial Zone, Port Qasim, Karachi

      Name Address

      Liberty Daharki Power Limited 92, Razia Sharif Plaza, 4th floor Blue Area, G-7/F-7, lslamabad,

      Pakistan

    2. Name(s) of the ultimate acquirer or the ultimate controlling shareholder. S.No Name

      Mr. Shaheryar Arshad Chishty Mr. Muhammad Ali Cheema Mr. Faraz Ahmed

    3. Name(s) and address(s) of manager to the offer of the acquirer.

      Name: ArifHabib Ltd.

      Address: ArifHabib Centre, 23, M.T. Khan Road Karachi 74000

    4. Principal areas of business of the acquirer(s) and relevant experience

      Lotte Chemical Pakistan Limited is engaged in the manufacture and sale ofPurified lerephthalic Acid (PTA) and operates a state-of-the-art plant at Port Qasim, Karachi, with an annual production capacity of 500,000 tonnes. It isa key supplier to the domestic polyester and PET industries. The plant operates under a technology license from lnvista Performance Teclwiologies (IPT), with feedstock sourced from reputable international suppliers, and the Company contributes to downstream industrial development and foreign exchange savings for the country.

    5. In case the acquirer isa fund/ company(s):

      (i) Names of the chief executive and directors of the company(s);

      * Mr. Muhammad Ali Cheema holds 100% shareholding in West Trade International FZE, which, in turn, holds 77% shareholding ofPACHEM Global (Pvt) Limited

      (h) details of any existing holding of voting rights in the target company;

      Nil

      which is owned or controlled or directed by any person acting in concert with the of acquirer;

      *Litters DaharkiP‹awerLimite‹Ili‹zs entered:I into ‹i Share Purchase A reement (SPA) with Mit.suhi.Chi Corporation for the sale of an 6.6"Xo stake in the tarffet, subject to the fulfilment of conditions precedent, including requisite corporate and regulatory approvals.

      in respect of which the acquirer or any person acting in concert with him has received an irrevocable

      all conditions (including normal conditions relating to acceptance, listing and increase of capital) to which the public offer or the posting of it is subject.

      None

      ParñC
  2. Information about the target company

    1. Name of the target company, its directors and tnajor shareholders along with number of shares and percentage of paid-up capital.

Engro Polymer & Chemicals Limited

S No. Name of Directors

Company Lotte Chemical

Pakistan Limited

Name

Mr. Imtiaz Ahmed Mr. Adnan Afridi Ms Fehm na Khan

Mr. Muhammad Zahoor Ilahee C Mr. Faisal Ahmed Siddiqui

Mr. Shabbir Diwao

Chairman

Chief Executive Officer

Ahsan Zafar Syed Abdul Qayoom Shaikh

Athar A. Khwaja

Muhammad Bi1a1 Ahmed Kamran Nishat

Chairman Chief Executive

Independent

Mr. Osman Asghar Khan Independent Director

Mr. Shahid UI Hassan Chattha Independent Director Names of substantial shareholders of the company.

Ayesha Aziz Nazoor Ali Baig

Independent Independent

Name PTA G1oba1 Holding limited

(iii) Date of incorporation: 30th May, 1998

75.01 %

Shareholding Percentage

S No. Shareholder Name Shares Engro Corporation Limited 510,733,451

100,053,562

Mr. Nadeem Nisar 91,181,821

Shareholding Percentage 56.19%

11.007° »

10.03 %

ho ized pital ( ) p Cap ta ( 0 )

PKR 20,000,000 PKR 5 42,072

(O Detail of companies, where the intended acquirerts) hold more than thirty percent voting shares:

Lotte Cherriical Pakistan Limited does not hold control/rriore than thirty percerit voting shares in any other

otnpany

(g) Information about ultimate beneficial owner of the intended acquirer(s): -

Name(s) of the natural person(s), CNIC/Passport Number, nationality and address of each person.

*lVitsubishi Corporation i'MC), having 11. GU7% shareholding in Engro Polymer & Chemicals Limited UPCL), ha.s entered into a Share Purcha.se Agreement w'ith Mls. Liberty' Daharki Power Limited and Mi.s. Seagreen Enterprises (Private) Limited after direct negotiationfor selling WC"s I 00,053,562 shai-es i'n EPC'L, subject to completion of required conditions precedent in each SPA, including appropriate corporate and regulatory approvals

Total number of issued shares of the company.

Totalnumber of issued shares of the Target Company: 90b,923,333 ordinary shares of PKR 10 each.

Name

Mr. Shaheryar Arshad Chishty Mr. Muhammad Ali Cheema

Mr. Faraz Ahmed

CNIC/Passport Number Nationality Address

42301-147114 I -9 Pak stan House # B-40, Naval Housing Scheme,

Zamzama, Clifton Karachi

35202-8418200-3 2702, Kempinski Boulevard, Dubai, UAE

35202-7394738-3 240 1, Address Skyviews T2, Dubai, UAE

Date of listing and offer price at the time of initial public offering Date of listing: N/A

Offer price: N/A

Opening price at securities exchange at time of listing N/A

Detail ofcompanies located in andoutside Pakistan, where the ultuxtate acquirer or the ultimate controlling shareholder held control and or more than thirty percent voting shares: -

PKR 30.18 per share*

the weighted average share price as quoted on the securities exchange during twenty-eight days (28)

Company /

Ultimate

Name of Registration Nature Nature of

company Number Business

Description held control/more then thirty % shares or both

days preceding the date of public announcement of intention: PKR 35.22 per share**

*Share price at the close ofmarket hours on March 09, 2026

** Scheme Weighted Average Share Price of Engro Polymer & Chemical.s Limitedfor- the period

Shaheryar Arshad Chishty

aPak Investments Limited

1385936

Invesdnen

Holding Company ands

frc›m February' IO, 2026 to March 09, 2026

(g) financial position/performance of the company for the last five years, including profit/loss after tax,

Greentow ol 1655849

16985/2796

Investmen

Holding Company ands

Investmen

46.69%

88.11°‹

earning per share, payouts.

Amounts in PKR Mn December December December December December December

Daharki Limited

holding Company

31, 2025 31, 2024 31, 2023 31, 2022

31, 2021 31, 2020

SACiE Venture 2091057 Group Limited

Retailo Technologies 4616 Holding Limited

Skopecourt Inc. 145022

Liberty Daharki Power Limited

mewoo Pakistan 38653 Express Bus

Investrnen Holding Company

Investment Holding Company

Public Power Producer

Uni

Public Transport and

Unl sted Log stics

Brihsh Virgin

Total Assets

117,311 100,851 90,598 85,401 77,966 69,094

PTA Global Holding Limited

10677

Ho ding Company

ands

93 912

73 530

62.006

58 279

47.998

42,968

Shareholders' Equity

23,399

27,322

25,592

27,122

29,965

26,126

CY25

CY24

CY23

CY22

CY21

CY20

ands

Net Sales

78,017

75,708

81,270

82,060

70,022

(3,898)

(161)

8,932

11,689

15,061

5,730

(LPS) /EPS - Basic(PKR)

(4.29)

(0.40)

9.12

12.37

16.28

6.30

84.l1?i›

Dividend per Ordinary

share (PKR)

6.0

12.5

1.25

44.06°S

Source.' 4"inancial statements ofEngro Pol5'mer & Chemicals Limited.



145022

44.06

100

0677

12453 ACHEM

510,73 ,451

159,094,941

75.01

1998r 30:/ vF

69,094

26,126

5,730

6.30

29,968

70,0 2

B5,401

27, 2

82,060

90,598 100,B51

62,006

8,59 27,322

81,270

9.12 (0.40)

6.0

2 ,399

78,017

88.11

42301-1471 141-9

3 02- 18200-3

3 02-7394738-3

16985/2796 tTNB

2091087



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