| Element List | Explanation |
|---|---|
| Introduction | With reference to the announcement of Al-Jouf Agricultural Development Co. (the “Company”) published on the Saudi Exchange (Tadawul) website on 12-02-1448H corresponding to 26-07-2026G regarding the Board of Directors' resolution approving the signing of a binding share subscription agreement (the “Subscription Agreement”) with AlMunajem Foods Company ("AlMunajem") whereby AlMunajem participates as a strategic investor in the Company through the acquisition of a minority stake by way of a capital increase with suspension the of pre-emptive rights, at a subscription price of SAR 52.5 per share in favor of AlMunajem, provided that the capital increase does not exceed 15% of the Company's total share capital, the Company announces the signing of the Subscription Agreement between the Company and AlMunajem on 12-02-1448H corresponding to 26-07-2026G, following it will be submitted to the Capital Market Authority and other relevant regulatory authorities to obtain the necessary approvals. Once the required approvals have been secured, an Extraordinary General Assembly meeting will be convened to vote on the agreement. In accordance with the Subscription Agreement, subject to the conditions mentioned below, the Company will increase its capital from 300,000,000 Saudi Riyals to 345,000,000 Saudi Riyals with the suspension of pre-emptive rights, by issuing 4,500,000 new ordinary shares (representing 15% of the Company’s current capital), with a nominal value of 10 Saudi riyals per share (the “New Shares”). The New Shares will be fully subscribed by AlMunajem. In full consideration of the issuance of the New Shares, AlMunajem has committed to pay to the Company a subscription amount of SAR 52.5 per New Share being a total subscription amount of SAR 236,250,000, subject to the approval of the Capital Market Authority and Tadawul. It should be noted that AlMunajem is a related party as it is currently a substantial shareholder in the Company. The capital increase is subject to a number of conditions precedent which primarily include obtaining: 1- the approval of each of the Capital Market Authority and Tadawul. 2- the necessary internal approvals from the Company. 3- the approval of the Company's Extraordinary General Assembly for the issuance and allotment of the New Shares to AlMunajem. 4- the approval of the Company's Extraordinary General Assembly to amend the Company's bylaws by reducing the number of members of the Board of Directors from seven members to six members. 5- the necessary internal approvals of AlMunajem. The name of the financial advisor of the Company: Sadeed Financial Company |
| Previous Announcement | Al-Jouf Agricultural Development Co. announces the issuance of the board of directors’ resolution approving the signing of a subscription agreement with Almunajem Foods Company |
| Date of Previous Announcement on Saudi Exchange’s Website | 2026-07-26 Corresponding to 1448-02-12 |
| Hyperlink to the Previous Announcement on the Saudi Exchange Website | Click Here |
| Latest Developments Of The Announced Event | Signing a binding subscription agreement with AlMunajem, following it will be submitted to the Capital Market Authority and other relevant regulatory authorities to obtain the necessary approvals. Once the required approvals have been secured, an Extraordinary General Assembly meeting will be convened to vote on the agreement. |
| The costs associated with the event, and if they have changed or not with indication of the reasons. | N/A |