إعلان شركة فواز عبدالعزيز الحكير وشركاه عن توصية مجلس الإدارة بتخفيض رأس مال الشركة و&

A4240 ALHOKAIR0.5 (2.76 %)
1443/04/06 Thu Nov 11, 2021 09:34:58

Fawaz Abdulaziz Alhokair Co. announces its Board's recommendation for a capital reduction and subsequent capital increase through a Rights Issue offering

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Element List	Explanation
Introduction	Fawaz Abdulaziz Alhokair Co. ("Alhokair" or the "Company") announces that its Board of Directors has decided in its meeting held on Wednesday 05/04/1443 H (corresponding to 10/11/2021 G) to recommend to the Extraordinary General Assembly to reduce the Company's capital and subsequently increase the capital as follows:
Date of Board Meeting	2021-11-10 Corresponding to 1443-04-05
Capital before decrease	SAR 2,100,000,000
Capital after decrease	SAR 1,130,797,628
Percentage of Capital decrease	46.2 %
Number of Shares before Decrease	210000000
Number of Shares after Decrease	113079763
Reasons for the Capital Decrease	Restructuring the Company's capital to write off the accumulated losses.
Method of Capital Decrease	By canceling 96,920,237 of the Company shares, with 1 share to be cancelled for every 2.167 shares.
Impact of the Capital Decrease on the Company's Obligations, Operations or Operational, Financial or Organizational Performance of the Company	The capital reduction has no impact on the Company's financial obligations.
Date of reduction	The End of the Second Trading Day after the Extra Ordinary General Assembly Meeting in which Decrease was Resolved
Approvals	The recommendation to reduce capital is subject to the approval of the relevant authorities and the Extraordinary General Assembly.
Appointment of a Financial Advisor and the Submission of the Application for Capital Decrease to CMA	The Board of Directors has approved in the same meeting the appointment of Alinma Investment Company and Credit Suisse Saudi Arabia as the financial advisors to manage the process of the capital reduction and capital increase. The Company will announce the filing of the capital reduction request upon submitting it to the Capital Market Authority for approval.
Additional Information	The Board of Directors in the same meeting held on 05/04/1443 H (corresponding to 10/11/2021 G) has recommended to the Extraordinary General Assembly, after finalizing the capital reduction, to increase the capital by offering Rights Issue Shares with a total value of SAR 1,000 million. The approval of the Extraordinary General Assembly on the process of increasing the capital by issuing Rights Issue shares is conditional on the approval of relevant authorities and the approval of the Company's Extraordinary General Assembly on the proposed capital reduction. By increasing its capital, the Company aims to improve its operational and financial performance by using the proceeds to achieve the following: • Deleverage the Balance Sheet by repaying a portion of the outstanding debt, resulting in a lower Net Debt to EBITDA ratio; • Fund strategic growth plans and explore new value accretive initiatives in the Kingdom and select growth markets; • Continue developing our infrastructure and digital transformation to support our e-commerce business • Improve cash flows to balance operational requirements with long term returns. The eligibility of subscription will be for the shareholders who own shares on the date of the Extraordinary General Assembly's Meeting in which the capital increase through a rights issuance was resolved and whose names appear in the Issuer's Shareholders' Register at the Securities Depository Center Company (Edaa) at the end of the second trading day following the date of the Extraordinary General Assembly's Meeting, which shall be scheduled later. As mentioned above, Alinma Investment Company and Credit Suisse Saudi Arabia will jointly be the financial advisors with respect to the capital increase process. Alinma Investment Company has been appointed as the Lead manager and underwriter for the proposed capital increase.
Attached Documents	[Link]

The Capital Market Authority and the Saudi Stock Exchange take no responsibility for the contents of this disclosure, make no representations as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of this disclosure, and the issuer accepts full responsibility for the accuracy of the information contained in it and confirms, having made all reasonable enquiries, that to the best of their knowledge and belief, there are no other facts or information the omission of which would make the disclosure misleading, incomplete or inaccurate.