Cenomi Retail Announces Substantial Shareholders Signing Acquisition Agreement with Al Futtaim Retail for SAR 2.5 Bln

Fawaz Abdulaziz Alhokair Company (Cenomi Retail) announced on Sunday that it received notification from a number of the Company’s substantial shareholders, including Fawaz Abdulaziz Alhokair, Abdul Majeed Abdulaziz Alhokair, Salman Abdulaziz Alhokair, Saudi FAS Holding Company and FAS Real Estate Company (the “Selling Shareholders”), regarding their entering into a share purchase agreement with Al Futtaim Retail Company.

Under the terms of the agreement, the selling shareholders will sell a portion of their stake in the Company, amounting to 57,325,841 shares, representing 49.95% of the Company’s total share capital, to Al Futtaim Retail, for a total value of SAR 2.5 billion, equivalent to SAR 44 per share, through a Private Acquisition Transaction.

According to the Company, the completion of the Private Transaction is subject to several conditions, including obtaining approvals and no-objection letters for the Private Transaction. It may be required by relevant authorities.

The agreement also stipulates, as a precondition to the completion of the Private Transaction, that Al Futtaim Retail and the Company enter into a shareholder loan agreement (in an amount not less than SAR 1.3 billion) prior to the completion of the transaction, including terms and conditions acceptable to the Company, pursuant to which Al Futtaim Retail will provide the aforementioned loan to the Company upon completion of the Private Transaction.

The Private Transaction will be executed as a negotiated transaction in accordance with the trading and membership procedures of the Saudi Exchange (Tadawul) on the completion date of the Private Transaction.

It is worth noting that following the completion of the Private Transaction, Al Futtaim Retail will own 49.95% of the Company’s total share capital