Rabigh Refining and Petrochemical Company (“Petro Rabigh”) announces the board’s recommendation to decrease the Company’s capital
| Element List | Explanation |
|---|---|
| Introduction | Rabigh Refining and Petrochemical Company (the “Company” or “Petro Rabigh”) announces the issuance of its board’s recommendation on 06/03/1447H (corresponding to 29/08/2025G) to the shareholders to decrease the Company’s capital.
On the back of the Company’s earlier announcement today regarding the board’s recommendation to increase the Company’s capital from sixteen billion, seven hundred ten million Saudi Riyals (SAR 16,710,000,000) divided into one billion, six hundred seventy-one million (1,671,000,000) ordinary shares, with a nominal value of ten Saudi Riyals (SAR 10) per share, to twenty-one billion, nine hundred seventy-three million, six hundred forty-nine thousand, nine hundred eighty Saudi Riyals (SAR 21,973,649,980) divided into (i) one billion, six hundred seventy-one million (1,671,000,000) ordinary shares of one class (“Class A ordinary shares”), and (ii) five hundred twenty-six million, three hundred sixty-four thousand, nine hundred ninety-eight (526,364,998) ordinary shares of a different class, Class B (“Class B ordinary shares”) with a nominal value of ten Saudi Riyals (SAR 10) per share for both classes (the “Capital Increase”), the Company’s board has issued its recommendation to decrease the capital after this Capital Increase, from twenty-one billion, nine hundred seventy-three million, six hundred forty-nine thousand, nine hundred eighty Saudi Riyals (SAR 21,973,649,980) to sixteen billion, seven hundred nine million, nine hundred ninety-nine thousand, nine hundred eighty Saudi Riyals (SAR 16,709,999,980), through reducing the nominal value of each Class A ordinary share from ten Saudi Riyals (SAR 10) to six Saudi Riyals and eighty-five Halalas (SAR 6.85). The capital decrease is conditional on the Capital Increase and will be subsequent to it. |
| Date of Board Meeting | 2025-08-29 Corresponding to 1447-03-06 |
| Capital before decrease | SAR 21,973,649,980, which represents the Company’s capital post the proposed Capital Increase. |
| Capital after decrease | SAR 16,709,999,980 |
| Percentage of Capital decrease | 23.95 % |
| Number of Shares before Decrease | 2197364998 |
| Number of Shares after Decrease | 2197364998 |
| Reasons for the Capital Decrease | To reduce accumulated losses. |
| Method of Capital Decrease | Reducing the nominal value of each Class A ordinary share from ten Saudi Riyals (SAR 10) to six Saudi Riyals and eighty-five Halalas (SAR 6.85), through writing off five billion, two hundred sixty-three million, six hundred fifty thousand Saudi Riyals (SAR 5,263,650,000) from the Company’s capital; to partially reduce accumulated losses. There will be no cancellation of shares nor a reduction in the number of shares. |
| Impact of the Capital Decrease on the Company's Obligations, Operations or Operational, Financial or Organizational Performance of the Company | The capital decrease will not have any significant impact on the liabilities, operations or financial performance of the Company. |
| Date of reduction | The End of the Second Trading Day after the Extra Ordinary General Assembly Meeting in which Decrease was Resolved |
| Approvals | The capital decrease is subject to the approval of the relevant authorities and the approval of the Company’s extraordinary general assembly. |
| Appointment of a Financial Advisor and the Submission of the Application for Capital Decrease to CMA | The Company appointed Riyad Capital Company on 04/08/1446H (corresponding to 03/02/2025G) as the financial advisor in relation to the capital decrease, and Zeyad Sameer Khoshaim Company (K&A) as the legal advisor in relation to the capital decrease. The Company expects to complete the capital decrease before the end of this year, and the Company will make an announcement when it files the capital decrease application with the Capital Market Authority (the “CMA”), and further developments in line with the CMA’s rules. |
| Additional Information | It is worth noting that the capital decrease percentage referred to above, which is 23.95%, represents the decrease percentage of the entire capital after the completion of the proposed Capital Increase. The decrease percentage from (i) the Company’s current capital before the completion of the Capital Increase, and (ii) the capital representing only Class A ordinary shares is 31.5%.
The capital decrease comes as part of the Company’s strategic plan aimed at improving its operational status and strengthening its financial position, which is aimed at enhancing the Company's ability to grow and deliver value to its shareholders. |
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