Arabian Mills for Food Products Company announces its offering price range and commencement of institutional book building

Arabian Mills for Food Products Company (“Arabian Mills” or the “Company”), one of the market-leading flour milling companies in the Kingdom of Saudi Arabia (“KSA” or the “Kingdom“), announces today the price range for its Initial Public Offering (“IPO” or the “Offering”) as well as the commencement of the institutional book building period for Participating Parties.

The price range for the Offering has been set between SAR 62 and 66 per share (the “Price Range”). The total Offering size is expected to be between SAR 954 million and 1,016 million (US$ 255 million and 271 million), implying a market capitalization ranging between SAR 3,182 million and 3,387 million (US$ 848 million and 903 million).[1]

The institutional book-building period commences today, 1 September 2024G, and will close at 5:00 PM KSA time, on 5 September 2024G. The final price of the Offer Shares will be determined at the end of the book-building process.

On 24 June 2024G, the Capital Market Authority (the “CMA”) announced its approval of the Company’s application for registering its share capital and the Offering of fifteen million three hundred and ninety-four thousand five hundred and two (15,394,502) ordinary shares (“Offer Shares”), representing 30% of the Company’s issued share capital, by way of a sale of existing shares by Abdulaziz Al Ajlan Sons for Commercial and Real Estate Investments )Ajlan & Bros(, Sulaiman Abdulaziz Al-Rajhi International Company, and the National Agricultural Development Company (NADEC) (collectively, the “Selling Shareholders”).

Offer Details

• The price range for the Offer Shares has been set between SAR 62 and 66 per share.
• The total Offering size is expected to be between SAR 954 million and 1,016 million (US$ 255 million and 271 million), implying a market capitalization ranging between SAR 3,182 million and 3,387 million (US$ 848 million and 903 million).
• The Offering comprises an offer of 15,394,502 ordinary shares, representing 30% of the Company’s issued share capital through the sale of existing ordinary shares.
• Following completion of the Offering, the net proceeds of the Offering will be distributed to the Selling Shareholders in proportion to the number of Offer Shares to be sold by each of them. The Company shall not receive any part of the Offering proceeds. The Offer Shares will be listed and traded on the Main Market of the Saudi Exchange following the completion of the IPO.
• With respect to the Offering, the Company has appointed HSBC Saudi Arabia as the Sole Financial Advisor, Global Coordinator, Bookrunner, Underwriter, and Lead Manager (the “Financial Advisor” or “Lead Manager”).
• Alrajhi Bank, Saudi Awwal Bank (SAB), and Banque Saudi Fransi (BSF) have been appointed as Receiving Agents (“Receiving Agents”).

Eligible Investors

The Offer Shares will be offered for subscription to individual investors (“Individual Subscribers”) and institutional investors (“Participating Parties”), including Participating Parties outside the United States in accordance with Regulation S under the US Securities Act of 1933G, as amended (the “Securities Act”).

• The Offering is restricted to the following two groups of investors:

  • Tranche (A): Participating Parties – This tranche comprises investors eligible to participate in the book-building process in accordance with the Instructions for Book Building Process and Allocation Method in Initial Public Offerings, as issued by the CMA. The number of Offer Shares to be allocated to Participating Parties effectively participating in the book-building process is fifteen million three hundred and ninety-four thousand five hundred and two (15,394,502) ordinary shares, representing (100%) of the total Offer Shares. In the event there is sufficient demand by Individual Investors (as defined under Tranche (B) below), the Lead Manager shall have the right to reduce the number of Offer Shares allocated to Participating Parties to a minimum of thirteen million eight hundred and fifty-five thousand and fifty-two (13,855,052) ordinary shares, representing (90%) of the total Offer Shares. The Financial Advisor, in coordination with the Company, shall determine the number and percentage of Offer Shares to be allocated to Participating Parties.
  • Tranche (B): Individual Investors – This tranche includes Saudi Arabian natural persons, including any Saudi female divorcee or widow with minor children from a marriage to a non-Saudi person who can subscribe in her own name or in the names of her minor children, on the condition that she proves that she is a divorcee or widow and the mother of her minor children; and any non-Saudi Arabian natural person who is residing in Saudi Arabia and any national of countries in the Gulf Cooperation Council (the “GCC”), in each case who has a bank account with a Receiving Agent and has the right to open an investment account with a capital market institution (collectively, the “Individual Investors”, and each an “Individual Investor”). Subscription by a person in the name of his divorcee shall be deemed invalid. If a transaction of this nature is proved to have occurred, the applicable regulations shall be enforced against such person. If a duplicate subscription is made, the second subscription will be deemed void, and only the first subscription will be accepted. A maximum of one million five hundred and thirty-nine thousand four hundred and fifty (1,539,450) ordinary shares, representing ten percent (10%) of the Offer Shares, shall be allocated to Individual Investors. In the event that the Individual Investors do not subscribe in full for the Offer Shares allocated to them, the Lead Manager may reduce the number of Offer Shares allocated to Individual Investors in proportion to the number of Offer Shares subscribed for thereby.

Offering Timeline