Dallah Healthcare Co. signed, on May 15, two definitive agreements in connection with the sale and purchase of shares equivalent to 58.64% in Care Shield Holding Co. (CSHC), it said in a bourse statement today.
The first share swap agreement is signed with Kingdom Holding’s subsidiary, Kingdom Investment and Development Co. (KIDC), where Dallah agreed to acquire a total of 6.82 million shares in CSHC from KIDC.
The shares represent 54.56% of the capital in CSHC with a total value of SAR 300 million in consideration for 3.74 million Dallah’s treasury shares, representing 4.99% of the issued capital valued at SAR 186 million, and a cash consideration amount equaling to SAR 114 million.
The completion of the agreement is subject to a number of conditions, including obtaining the approval of relevant governmental authorities and the extraordinary general assembly of the shareholders to change the purpose of the allotment.
However, either KIDC or Dallah might terminate the agreement if the conditions are not satisfied within six months from the date of the signing.
On May 3, KIDC extended the memorandum of understanding (MoU) with Dallah regarding the sale and purchase of shares in CSHC through share swap and cash consideration, for 15 days until May 14, 2020.
The second share purchase agreement is inked with Abdulrahman Bin Ibrahim Abu Hemid and Sons for Trade and Investment, and Engineer/ Adel Abd AlMohsin Abd Alwahab AlMandeel to acquire a total of 509,260 shares in CSHC, representing 4.08% of the share capital, for SAR 22 million.
Pursuant to the terms of the agreements, Dallah has the right to terminate those agreements if the deal with KIDC is not closed.
Following completion of the transactions, Dallah will own 58.64% in CSHC, it said, adding that there are no related parties in respect of all the transactions.
The entry into these agreements comes as part of Dallah's expansion plan to support its market standing in providing premium medical service, in line with its strategic objectives.
Dallah will announce any material developments in due course.
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