CMA rejects to disclose City Cement offer to acquire UACC

One of the city's cement production lines

City Cement Co. said that the Capital Market Authority (CMA) rejected to approve the publication of the offer document submitted to acquire Umm Al-Qura Cement Co. (UACC). 

 

In a statement to Tadawul, the company said the disapproval was due to a violation of the Capital Market Law and its implementing regulations, specifically related to governance requirements, which necessitate the completion of certain regulatory prerequisites.

 

City Cement affirmed that it will reevaluate the offer following the fulfillment of all necessary regulatory requirements.

 

For more news and details on M&As

 

According to Argaam data, City Cement announced last February plans to submit an offer to acquire all UACC shares through a share swap offer.

 

The following table indicates details of the acquisition:

 

Key Acquisition Terms

Acquisition Method

City Cement to acquire all UACC shares

Compensation Method

Issuance of new shares to UACC shareholders

Swap Ratio

1.11 new City Cement shares for each UACC share

New Entity Name

City Cement

Post-Acquisition Status of UACC

Delisting from Tadawul to become a wholly owned subsidiary of City Cement

City Cement Capital Pre-Acquisition

SAR 1.4 bln

Capital Increase Amount

SAR 611.64 mln

No. of New Shares Issued

61.16 mln

City Cement Capital Post-Acquisition

SAR 2.01 bln

Capital Increase Percentage

43.69%

UACC Share Price (Based on Swap Ratio)

SAR 20.06

City Cement Share Price for Deal Purposes

SAR 18.04

Total UACC Value for Transaction Purposes

SAR 1.10 bln

Ownership of UACC Post-Acquisition

30.40% of the merged entity

Ownership of City Cement Shareholders Post-Acquisition

69.60% of the merged entity

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