Dallah Health Services Company announced that it had entered into a share sale and purchase agreement with Kun Investment Holding Company, referred to as “the seller of the International Medical Center Company’s shareholder”, for the purpose of acquiring all of its shares in the capital of the International Medical Center Company, which amount to about 14.23 million ordinary shares, representing a percentage of 18.98% of the capital of the International Medical Center Company.
Dallah Health said, in a statement on the Saudi Tadawul, today, Tuesday, that this is in exchange for issuing new shares in the “Dallah” company to the shareholder of the selling International Medical Center Company, so that the capital of the “Dallah” company will be increased from 900 million riyals to about 976.81 million riyals by issuing about 7.68 million ordinary shares, thus increasing the number of its shares from 90 million shares, to about 97.68 million ordinary shares, an increase of about 8.53% of the capital of Dallah Company before issuing its new shares.
She added that the total valuation of the International Medical Center Company is about 3.75 billion riyals, and the value of the shares to be purchased represents an amount of about 711.63 million riyals based on the number of shares desired to be acquired in the International Medical Center Company, which amounts to about 14.23 million ordinary shares, representing 18.98% shares of the capital. International medical center company money.
She indicated that Dallah Company’s valuation for the purpose of the acquisition was calculated using the average daily closing price of Dallah Company for the period from January 24, 2022 until April 18, 2022, and represents the average daily closing price for 60 trading days, so that the fair market value of Dallah Company is about 8.34 billion riyals. Which represents 92.6467 Saudi riyals per share.
And based on the number of shares desired to be acquired in IMC, amounting to about 14.23 million ordinary shares, and based on the number of new shares that will be issued by Dallah to the shareholder of IMC selling instead of the acquisition transaction, the share swap ratio is 0.5397 new shares. In Dallah Company for each share owned in IMC Company by the shareholder of IMC Company Seller.
After the completion of the acquisition, the ownership percentage of the current shareholders in Dallah Health Services Company will decrease from 100% to 92.14%, which will result in a decrease in the voting power of the existing shareholders in “Dallah Health Services,” and their ability to influence decisions that require the approval of the shareholders of the company will decrease. Dallah Health.
Dallah Health indicated that there are related parties, Abdullah Saleh Abdullah Kamel, because he is the Chairman of the Board of Directors and a major shareholder (directly and indirectly) in Dallah Al Baraka Holding Company, which is one of the major shareholders of Dallah Health Company, and because he owns all the shares in the shareholder of the Markaz Company. International medical seller.
As well as Muhyi Al-Din Saleh Abdullah Kamel for being the Vice Chairman of the Board of Directors of Dallah Health Company and the brother of Abdullah Saleh Abdullah Kamel.