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2025-12-31
We refer to our earlier communication on the above subject matter vide our letter dated 03.08.2025, whereby we, Mannai Corporation (the “Company”) announced that it had entered into an agreement (the “Agreement”) to sell 67% of the Damas Jewellery Business to Titan Company Limited (the “Transaction”). Details of the Transaction were disclosed by public announcement on 4 August 2025 in accordance with provisions of Article 2.3 of the QFMA’s Merger and Acquisition Rules (the “Article 2.3 Disclosure”). The Company wishes to notify that the it has entered into an amendment to the Agreement. This amendment affects the manner in which assets are transferred, such that: · In our earlier Disclosure dated 03.08.2025, we had stated that the Transaction would involve the transfer by Damas International Limited of 67% of its shares in Signature Jewellery Holding Limited (“SJH”) (wherein it had been intended SJH would be the direct 100% shareholder of Damas LLC, the company which holds the Damas Jewellery Business assets) to Titan Holdings International FZCO; and · As amended, the Transaction will involve (i) the transfer of 100% of Damas LLC (the company which holds the Damas Jewellery Business assets) to SJH (which currently has no assets and is already 100% owned by Titan Holdings International FZCO), and then (ii) the subscription by Damas International Limited of 33% of the shares in SJH. In both cases, Damas LLC (the company which holds the Damas Jewellery Business assets) is transferred such that: · 100% of its shares will be held by SJH; · Titan Holdings International FZCO will hold 67% of the shares in SJH; and · Damas International Limited (a 100% subsidiary of the Company) will hold 33% of the shares in SJH. The amendment has no material impact on the Transaction. It is to be noted that the Transaction remains subject to certain approvals and will not complete until such approvals are obtained.