| Element List |
Explanation |
| Introduction |
Further to the company’s announcement on the TADAWUL website dated Thursday 4 Rabeah El-Thani 1442 H corresponding to 19 November 2020G in relation to the results of the extraordinary general assembly meeting, the Company announces to its esteemed shareholders the completion of all the procedures required to transfer the entire share capital of the SABIC Agri-Nutrients Investments Company from SABIC to the Company on Monday 20Jumada Alawwal 1442 H corresponding to 4 January 2021G, which reflects the Company as the 100% owner. Additionally, the procedures required to effect the Company’s share capital increase were completed on Monday 20 Jumada Alawwal1442H corresponding to 4January 2021G and the Consideration Shares were deposited in SABIC’s investment portfolio |
| Acquisition Procedures Conclusion Date |
2021-01-04 Corresponding to 1442-05-20 |
| Summary of Acquisition / Purchase |
The Company’s share capital was increased from SAR 4,166,666,660 to SAR 4,760,354,040 which represents an increase of 14.25% in the Company’s share capital through issuance of 59,368,738 new ordinary shares in the Company with a nominal value of 10 Saudi riyals per share (the “Consideration Shares”) to SABIC, in consideration for the acquisition of the entire share capital of the SABIC Agri-Nutrients Investments Company owned by SABIC and the registration and listing of the Consideration Shares on the Saudi Stock Exchange (TADAWUL). As a result, the number of shares in the Company increased from 416,666,666 shares to 476,035,404 fully paid shares in accordance with the terms and conditions of the share sale and purchase agreement executed between the Company and SABIC on Wednesday 28Rabeah El-Thani 1441H (corresponding to 25December 2019G), pursuant to the Companies Law and Rules on the Offer of Securities and Continuing Obligations issued by the Authority under Resolution No. 3-123-2017 dated 09/04/1439H (corresponding to 27/12/2017G) |
| Related Parties |
The Transaction is considered a transaction with a Related Party, as SABIC is a substantial shareholder in the Company and has representatives on the Company’s board and they are Mr. Yousef Abdullah Al-Benyan, Eng. Samir Ali Al-Abdrabbuh and Dr. Waleed Mohammed Al-Eissa |
| Financial Impact |
The financial impact will be visible in the Q1 2021 financial results |
| Ownership and Legal Documents Transfer Conclusion Date |
Monday 20Jumada Alawwal 1442 H corresponding to 4January 2021G |
| Additional Information |
A cash adjustment in the total value of the transaction will be determined at a later date and calculated based on the (unaudited) financial statements as at Thursday 16 Jumada Alawwal 1442H corresponding to 31 December 2020G. The Company will publish an announcement on TADAWUL of the cash adjustment to the total value of the transaction at that time |
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