United Carton Industries Company (UCIC) is taking a 30% stake to main market Tadawul in a secondary offering, whereby selling shareholders will rake in all of the proceeds from the sale after deducting SAR 24 mn in offering-related expenses, according to its prospectus (pdf). Some 12 mn company shares will be up for grabs on the exchange in an offering open to both retail and institutional investors. The company lined up Capital Market Authority approval for the move back in December.

Books open next week: Institutions will be able to submit their orders starting Tuesday, 22 April until Monday, 28 April, with payments due Sunday, 11 May. For retail investors, a two-day subscription window will open on Monday, 12 May, with the final allocation of shares slated for Sunday, 18 May. UCIC is expected to announce the IPO’s indicative price range after institutional subscriptions wrap up.

No dividends in the cards: Under the terms of its financing agreements — including those with Saudi Awwal Bank — the company is prohibited from declaring any dividends until it has fully repaid all outstanding obligations to the bank, the prospectus reads.

Who’s selling? The IPO will see three of UCIC’s five substantial shareholders — Zamil Group Holding, Omar Kassem Alesayi and Company, and Frimex Investment — sell down their position to a combined 70% stake, down from 100%. Their shares will remain on lock-up for a period of six months from the first day of trading.

Who can buy in: The IPO will initially be limited to institutional investors, including investment funds, companies, qualified foreign investors, GCC corporate investors, and some foreign investors under swap agreements. Following that, retail investors will be able to subscribe to 20% of the offering, provided there is sufficient demand.

The size band: Institutional investors have a minimum subscription limit of 100k shares, and a maximum of about 1.99 mn shares, while a retail investor can subscribe to anywhere between 10 and 400k shares.

In the black: UCIC’s net income shed 25% y-o-y to SAR 62.7 mn in 1H 2024, while the company posted a 2.7% y-o-y decline in revenue to SAR 670.7 mn.

ADVISORS- Al Rajhi Capital is quarterbacking the transaction as lead manager, financial advisor, bookrunner and underwriter, with Stat Law Firm providing legal counsel. Meanwhile, Gibson, Dunn and Crutcher Law Firm is acting as legal advisor for Al Rajhi Capital.

About UCIC: Founded in 1988, the Jeddah-based packaging and corrugated carton-maker claims to be the largest corrugated and paper packaging company in the MENA region, holding a 37% to 40% market share in the Saudi corrugated sector in 2023, according to the prospectus. The company operates eight plants across the Kingdom and the UAE producing folding cartons (duplex), recycled containerboard, and molded pulp. Its clients include Almarai, Nestlé, P&G, and Pepsi.

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