AI Summary
Logo of Rabigh Refining and Petrochemical Co.
Rabigh Refining and Petrochemical Co. shareholders will vote on the board's recommendation to increase capital by 31.5%, or SAR 5.26 billion, to be allocated for founding shareholders Saudi Arabian Oil Company (Saudi Aramco) and Sumitomo Chemical Company, Limited.
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Capital Increase Details |
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Current Capital |
SAR 16.71 bln |
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Number of Shares |
1.67 bln |
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New Capital |
SAR 21.97 bln |
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New Number of Shares |
1.67 billion class A ordinary shares 526.36 million class B ordinary shares |
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Nominal Value |
SAR 10/share for the two classes |
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Percentage of Increase |
31.5% |
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Reason for Increase |
Improving the company's operating ability and enhancing its financial position |
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Capital Increase Method |
Issuing 526.36 million class B ordinary shares, or 31.5% of capital, at SAR 10 each, totaling SAR 5.26 billion, to shareholders Saudi Aramco and Sumitomo Chemical |
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Rights issue proceeds |
SAR 3.68 billion to partially prepay the Phase II Project facilities |
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SAR 1.58 billion to partially repay bridge loans |
The company further noted that Saudi Aramco and Sumitomo are related parties, given that they are substantial shareholders, and that they have committed not to vote on the first agenda item, and therefore their votes will not be counted in relation to that agenda item. To avoid doubt, the Saudi Aramco and Sumitomo may vote on other agenda items.
According to the company, the capital increase would enhance its financial position and assist it to achieve its growth and turnaround strategy. The board sees that it is in the best interest of the company and its shareholders. It has selected the proposed structure, which involves issuing new class B ordinary shares that do not carry voting rights and have specific and limited rights to dividends. The aim is to enhance capital contribution while minimizing the impact on existing shareholders.
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Timetable for Deal |
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Completion of the Sale Transaction between Saudi Aramco and |
Within 15 business days from the date of the EGM’s approval of the capital increase decision. The completion is expected to occur no later than: - October 27, 2025 in the event the capital increase is approved at the first or second EGM meeting. - November 19, 2025 in the event the capital increase is approved at the third EGM meeting. |
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Deposit by Saudi Aramco and Sumitomo of the subscription
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Following the completion of the sale transaction, and in any case within 15 business days from the date of the EGM’s approval of the capital increase decision. This is expected to occur no later than: - October 27, 2025 in the event the capital increase is approved at the first or second EGM meeting. - November 19, 2025 in the event the capital increase is approved at the third EGM meeting. |
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Issuance of the Class B ordinary shares and their deposit with |
Expected within two to five trading days following the deposit of the subscription proceeds, which is expected to take place no later than Nov. 3 2025. |
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Amending the company’s commercial registration and providing the Ministry of Commerce with the amended bylaws |
Within 15 calendar days from the subscription completion. |
If the company declares dividends, then the class B ordinary shares shall only be entitled to the lower of:
- 30% of the amount to be declared as a dividend by the company, whether annual or interim; and
- the dividends actually accumulated and unpaid (in the current year and previous years) on the class B ordinary shares at such point in time.
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