Fakeeh Care acquires 50.01% of Diagnostics Elite

Fakeeh Care secures controlling stake to fold Diagnostics Elite into its platform

Dr. Soliman Abdel Kader Fakeeh Hospital Co. (Fakeeh Care) acquired a 50.01% stake in Diagnostics Elite Co., a Saudi-based teleradiology and imaging services company, for SAR 70 million, according to a statement to Tadawul.

Fakeeh Care will purchase from Soliman Abdel Kader Fakeeh Real Estate Co. Ltd.—0.01%-owned by Fakeeh Care Group—30,506 shares of Diagnostics Elite, representing 50.01% of the company’s issued share capital, without profit to the seller.

The remaining 49.99% shares will be held by the existing founding shareholders of the company.

The transaction aims to integrate Diagnostics Elite’s services into the group’s healthcare platform.

By virtue of the terms of the transaction, the consideration consists of:

(a) For the purchase of the “transferred shares,” Fakeeh Care Group will pay Fakeeh Real Estate a cash amount of SAR 55.35 million; and

(b) For assuming the remaining capital commitments under existing share purchase agreements, Fakeeh Care Group will contribute SAR 14.65 million directly to Diagnostics Elite, payable in accordance with those agreements.

The agreement includes standard conditions, covenants, representations, and warranties customary for transactions of this nature.

The transaction completion will be subject to the following conditions precedent:

First: obtaining confirmation from the General Authority for Competition (GAC);

Second: The approval of Dr. Soliman Abdel Kader Fakeeh Hospital Co.’s (Fakeeh Care)  general meeting regarding the related-party aspect of the deal;

Third: Finalizing the required corporate and regulatory procedures to amend the Articles of Association and Commercial Register of Diagnostics Elite to reflect the new ownership structure, as outlined in the agreement.

However, if any of the above conditions is rejected or not approved by the relevant authority, either party may terminate the agreement without liability, in accordance with its terms.

Diagnostics Elite’s current shareholders are:

- Fakeeh Real Estate: Owning 30,510 shares out of 61,000 issued shares, or 50.01% of capital.

- The founders (Six radiology consultants): Collectively owning 30,490 shares out of 61,000 issued shares, or 49.99% of capital.

The deal will be financed through Fakeeh Care Group’s internal resources.