AI Summary
Logo of Salama Cooperative Insurance Co.
Salama Cooperative Insurance Co. published the shareholders’ circular regarding its planned capital increase to facilitate the merger with Saudi Enaya Cooperative Insurance Co.
The company’s Board of Directors stated that, following the necessary professional due diligence with the support of their advisors, they believe the merger is in the best interest of Salama and its shareholders.
The assessment considered market conditions at the time of the circular, the future growth potential for both Salama and Enaya, and the expected benefits of the transaction.
Salama also noted that its financial advisor, Estidama Financial Advisory (Estidama Finance), provided an opinion confirming that the agreed-upon exchange ratio under the merger agreement is financially fair to Salama and its shareholders as of the date of the opinion, based on the factors and assumptions outlined therein.
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Acquisition Highlights |
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Event |
Date / Timeline |
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Announcement of the extraordinary general meetings (EGMs) for both companies to vote on the merger |
Dec. 11, 2025 |
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End of Enaya creditors’ objection period |
Dec. 18, 2025 |
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Enaya to announce whether any creditor objections exist |
Dec. 21, 2025 |
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Date of the first EGMs for both companies |
Jan. 4, 2026 |
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Suspension of Enaya share trading |
Jan. 5, 2026 |
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Delisting of Enaya shares |
Within no less than the third and no more than the sixth trading session following the issuance of the merger approval |
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Listing and allocation of Salama shares to Enaya shareholders |
Within no less than the third and no more than the sixth trading session following the issuance of the merger approval |
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Deadline for distributing proceeds from the sale of fractional shares |
Within 30 days from the date of merger approval |
Salama and Enaya signed a non-binding memorandum of understanding (MoU) in February 2025 to assess the feasibility of a merger between the two companies, according to Argaam’s data.
In June 2025, the General Authority for Competition (GAC) approved the economic concentration resulting from the proposed merger, raising no objections.
On Aug. 2025, the two companies concluded a binding merger agreement under which Saudi Enaya will be merged into Salama, with all of its rights, obligations, assets, and contracts transferred to Salama. In return, Salama will issue 18.89 million ordinary shares to Saudi Enaya’s shareholders.
The Saudi Central Bank (SAMA) approved the merger transaction and related matters on Nov. 16, 2025, followed by the Capital Market Authority’s (CMA) approval on Dec. 1, 2025.
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