premargin

Element List	Explanation
Introduction	BinDawood Holding Company announces the signing of a Share Purchase Agreement (SPA) with Mr. Ahmed Salim Memoni, Mr. Ubaid Salim Memoni and Mr. Kaleem Ullah Khan Sikander Hafiz Khan for the acquisition of 51% of the shares in Wonder Bakery L.L.C in the United Arab Emirates (UAE) valued at AED 96.9 million. “Potential Acquisition or Transaction”. This transaction will be subject to the regulatory approvals.
Transaction Details	BinDawood Holding Company acquires 51% of the shares in Wonder Bakery L.L.C in UAE, valued at AED 96.9 million.
Transaction Amount	The agreed consideration for the acquired shares is an aggregate of AED 96.9 million which will be subject to certain adjustments based on terms of the SPA.
Transaction Conditions	The potential acquisition is subject to regulatory approvals.
Parties of the Transaction	BinDawood Holding Company “The Buyer”. Mr. Ahmed Salim Memoni, Mr. Ubaid Salim Memoni and Mr. Kaleem Ullah Khan Sikander Hafiz Khan “The Sellers”
Transaction Financing Method	The transaction will be funded by the Company’s internal resources and available financing facilities.
Date of Entering Into The Transaction	2025-12-23 Corresponding to 1447-07-03
Description of Activity of The Asset Subject of The Transaction	Wonder Bakery L.L.C is a Dubai-based industrial scale bakery manufacturer, established in 2014 and is specialising in fresh and frozen bakery products for the hotel, restaurant, café, airline and retail sector companies. It is operating from a high-tech state of the art facility in Dubai Industrial City, having a 62,000 square feet manufacturing plant capable of producing up to 50,000 tons of fresh and frozen bakery products and hot and cold kitchen products annually. The company serves regional GCC markets (Qatar, Bahrain and Kuwait) and plans international expansion, positioning it as one of the leading manufacturer of fresh and frozen bakery products. The manufacturing facility of Wonder Bakery LLC is accredited under the internationally recognised FSSC 22000 standard, demonstrating the company’s strong commitment to advanced food safety, hygiene and quality management practices. The company has also achieved International Halal Certification, confirming its full compliance with Islamic Shariah requirements and the UAE.S 2055-1:2015, GSO 2055-1:2015 and OIC/SMIIC-1:2019 General Guidelines on Halal Food Standards.
Financial Statements for the Last Three Years of the Asset forming the Subject Matter of the Transaction	In respect of Wonder Bakery L.L.C: Revenue (SAR) 2022: 36,641,818 2023: 62,444,409 2024: 74,827,718 Net Income (SAR) 2022: 1,122,637 2023: 11,963,339 2024: 10,949,093
Transaction reasons	The acquisition of Wonder Bakery LLC represents a strategic step that supports BDH in expanding its regional footprint from the Kingdom of Saudi Arabia into the United Arab Emirates. The transaction strengthens BDH presence in the fast growing bakery manufacturing sector and enhances its ability to achieve supply chain optimization. It also provides BDH with direct access to a state of the art production facility that operates under the umbrella of globally accredited food and health safety certifications. This investment supports BDH long term growth by improving control over production quality, ensuring consistency in supply for its retail and wholesale businesses, and enabling faster product innovation. It also creates opportunities for cost optimisation, cross market collaboration and future expansion into additional regional markets. The transaction aligns with BDH strategy to build a strong integrated food ecosystem and reinforces its commitment to offering safe, reliable and Shari'ah compliant, Halal products to its customers. The acquisition also aims to establish and operate a manufacturing facility within the Kingdom of Saudi Arabia, enabling the transfer of technical and operational know-how to the local market and contributing to the development of national capabilities in the food manufacturing sector. Through this step, BinDawood Holding seeks to enhance the Kingdom’s food security and reduce reliance on the import of food and bakery products by localizing food production and manufacturing value chains and strengthening domestic capabilities. This initiative is aligned with the objectives of Saudi Vision 2030, which focuses on increasing local content, developing the industrial sector, and ensuring sustainable food supply chains, thereby enhancing the resilience of the national economy and its ability to meet market demand with high efficiency and quality.
Expected Impact of the Transaction on the Company and Its Operations	The Transaction is expected to have a positive financial impact in the long term for the Company and its shareholders.
Related Parties	Not Applicable.
Additional Information	The Transaction is subject to signing the required agreements, and completion of related regulatory approvals. The Company will announce the completion of the Transaction or any other material development(s) in due course.

BinDawood Holding Company announces the signing of a Share Purchase Agreement for the acquisition of 51% of the shares in Wonder Bakery L.L.C in the United Arab Emirates, valued at AED 96.9 million.