FAAD + Haddaj buys into Jana: Nama Chemicals inked a SAR 200 mn binding agreement to sell a 40% stake in its wholly-owned subsidiary Jubail Chemical Industries (Jana) to a new investment fund established by FAAD Capital Partners and Saudi Industrial Export Company’s (Sadirat) subsidiary Haddaj Investment, according to a disclosure to Tadawul. The agreement is pending regulatory approval.
The details: Jana will issue new shares to reflect the fund’s investment, increasing its total equity base. Nama Chemicals’ ownership will drop from 100% to 60%, without transferring any of its current shares to the new investment fund.
REFRESHER- Nama Chemicals accepted the non-binding offer from FAAD Capital partners and Haddaj Investment in February, while the company’s general assembly signed off the offer in March.
About FAAD: Founded in 2016, FAAD Capital Partners is the first non-traditional Saudi investment firm licensed by the Capital Market Authority to provide financial advisory services, focusing on real estate, private equity, infrastructure, growth equity, private debt, and real assets.
ALSO- UCA + AICC test waters for a merger: Ins. firms United Cooperative Assurance (UCA) and Arabia Ins.Cooperative(AICC) are exploring a potential merger under a freshly inked non-binding MoU, according to a filing to Tadawul from UCA and another from AICC.
The details:The potential tie-up, which is pending due diligence and regulatory approvals, would see AICC absorb UCA via a capital hike and new share issuance. The 12-month agreement includes room for termination or extension.
IN CONTEXT- A string of merger talks — including Liva-Malath, Salama Cooperative-Saudi Enaya, and MedGulf-Buruj — are underway as more ins. players grapple with tightening capital regs, shrinking margins, and intensifying competition in motor and medical coverage, according to Fitch Ratings. The sector is heading into an “accelerating” consolidation phase, following a regulatory shakeup that handed sector oversight to the Saudi Insurance Authority in 2023, Fitch said.
IN OTHER M&A NEWS-
Nomu-listed HR advisory Tharwah amended terms in its SAR 40 mn acquisition of Amjad Watan for Exhibitions and Conferences, it said in a bourse disclosure on Thursday.
IN CONTEXT- Tharwah signed a binding agreement last April to acquire 100% of Amjad Watan, offering to pay SAR 7 mn in banknotes and issue 632k new shares valued at SAR 33 mn to Amjad Watan’s owner. Some of the shares were to be awarded once the transaction wraps up, while the remainder were to be part of an earn-out clause.
What’s new? Of the 632k new shares, Tharwah will transfer 95.8k shares — worth SAR 5 mn — to Amjad Watan’s owner. The remaining 536.5k shares — worth SAR 28 mn — will be issued conditionally in three tranches upon achieving revenue targets over the next three years.