| Element List | Explanation |
|---|---|
| Introduction | With reference to Keir International Co.’s announcement dated 06 May 2026 regarding its annual financial results and the announcement that its accumulated losses amounted to one hundred forty-eight million four hundred thirty-four thousand eight hundred and one Saudi Riyals (SAR 148,434,801), representing 123.70% of its capital. With reference to Article (132) of the Companies Law, and in compliance with Article (5) of the Procedures and Instructions Applicable to Companies Listed in the Saudi Capital Market Whose Accumulated Losses Reach 50% or More of Their Capital, the Company would like to announce the recommendations reached by the Board of Directors in respect of the accumulated losses. |
| Previous Announcement | Keir International Company announces its annual financial results for the year ended 31/12/2025. |
| Date of Previous Announcement on Saudi Exchange’s Website | 2026-05-06 Corresponding to 1447-11-19 |
| Hyperlink to the Previous Announcement on the Saudi Exchange Website | Click Here |
| Latest Developments Of The Announced Event | Announcing the recommendations reached by the Board of Directors in respect of the accumulated losses, as follows: First: Approving the strategic direction to address the accumulated losses through restructuring the Company’s capital, and authorizing the management to take all necessary actions to study and implement the appropriate regulatory alternatives, including reducing the capital to offset the accumulated losses, followed by a capital increase, or any other regulatory alternative that achieves the same purpose, in a manner that serves the best interests of the Company and its shareholders, in accordance with the relevant laws and regulations, while completing all regulatory procedures and obtaining the necessary approvals. Second: Commencing the procedures for appointing a financial advisor licensed by the Capital Market Authority to study the available options for addressing the accumulated losses and restructuring the capital, and assigning the executive management to coordinate with the financial advisor, after its appointment, the legal advisor, and the external auditor to prepare the detailed plan and the required studies, and submit them to the Board of Directors for consideration and to make the final decision regarding the recommendation to the Extraordinary General Assembly. Third: Transferring the balance of the statutory reserve, amounting to thirteen million five hundred seventy-three thousand three hundred forty-seven Saudi Riyals (SAR 13,573,347), as per the financial statements for the period ended 31/12/2025, to the accumulated losses item, in order to offset part of the Company’s accumulated losses. Fourth: Transferring the entire balance of the share premium, amounting to forty-one million seven hundred seventy thousand two hundred fifty-one Saudi Riyals (SAR 41,770,251), as per the financial statements for the period ended 31/12/2025, to the accumulated losses item, in order to offset part of the Company’s accumulated losses. Fifth: Recommending to the Extraordinary General Assembly to approve the continuation of the Company. The Company will announce any further material developments in this regard as they occur. |
| The costs associated with the event, and if they have changed or not with indication of the reasons. | The financial impact cannot be determined at this stage. Any financial impact or subsequent material developments will be announced after the completion of the studies by the appointed financial advisor, their approval by the Board of Directors, and obtaining the relevant regulatory approvals. |
| Additional Information | The Company would like to clarify that the Extraordinary General Assembly held on 26/03/2026G had previously approved the third and fourth items, relating to the transfer of the statutory reserve balance and the share premium balance to the accumulated losses item. The impact of this transfer will be reflected in the Company’s interim financial statements for the period ended 30/06/2026G. The Company further confirms that the resolutions issued by the Board of Directors represent initial recommendations to address the accumulated losses and to commence the completion of the required studies and regulatory procedures. At this stage, they do not constitute a final recommendation to reduce or increase the capital. The Company will announce any final recommendation or any material developments in due course, in accordance with the relevant laws, regulations, and instructions. |