‎Retal publishes shareholders’ circular for capital hike

Logo Design of Retal Urban Development Co.

Retal Urban Development Co. released the investors ‘circular ready for its investors relating to a capital boost through the issuance of 55 million brand-new common shares to Al-Fozan Holding Co., in factor to consider for obtaining Al-Fozan’s whole ownership stake in Ajdan Real Estate Development Co., comparable to 14.25 million regular shares.

Under the share swap contract, the business will get 14.25 million regular shares in Ajdan, with a small worth of SAR 10 per share, owned by the seller. This will remain in exchange for a capital boost in Retal in accordance with Article 60 of the Offering Rules, through the issuance of 55 million brand-new common show a small worth of SAR 1 per share to the seller.

Upon conclusion of the acquisition, Retal’s capital will increase from SAR 500 million to SAR 555 million, and the variety of its shares will increase from 500 million to 555 million regular shares, each with a small worth of SAR 1. This represents an 11% boost in Retal’s existing capital.

Retal’s existing investors, leaving out the seller, will hold 42.4% of the business’s capital, while the seller, Al-Fozan, will hold 57.6% in Retal.

The business mentioned that the overall worth of the target shares was evaluated at SAR 881.65 million. Based upon the concurred volume-weighted typical rate (VWAP) of Retal shares over the 90 trading days preceding the date 3 days before the finalizing of the non-binding deal, which was signed on June 4, 2025, covering the duration from January 20, 2025, to June 1, 2025, at SAR 16.03 per share.

Retal’s share rate was repaired for the functions of the deal in accordance with the prices system specified in the non-binding deal. Appropriately, Retal was valued at SAR 8.015 billion, based upon a share rate of SAR 16.03 and 500 million normal shares exceptional before conclusion of the deal.

Retal’s concurred share cost for the deal varies from its closing share cost on the last trading day preceding the finalizing of the share swap arrangement, which stood at SAR 12.00 per share, the business included. The factor to consider for the target shares will be settled through the issuance of brand-new shares, particularly 55 million brand-new normal shares in Retal. The suggested market price of the brand-new shares will be identified by recommendation to Retal’s newest day-to-day closing share rate on the trading day preceding the date of issuance of the brand-new shares.

Retal kept in mind that, if the acquisition is authorized by the remarkable basic assembly assembled particularly to vote on the deal, ownership of the target shares will be moved to Retal upon conclusion of the acquisition.

According to Argaam information, Retal set December 3, 2026, as the date for its remarkable basic assembly to vote on the board’s suggestion to increase the business’s capital through the issuance of 55 million brand-new normal shares, as displayed in the following table:

Capital Increase Details