Knauf International GmbH is moving to take full control of United Mining Industries (UMI). The German building materials group will launch a tender offer to acquire UMI’s remaining shares at SAR 57 per share — the same price it paid for its initial stake — valuing the buyout at SAR 293.5 mn for over 5.1 mn shares, according to a press release (pdf).
REMEMBER- Knauf had already acquired 63.2% of UMI for SAR 504.5 mn from its shareholders Al Mojel Trading & Contracting, Al Muhaidib Group, and Rashed Developments in May, as step one of the full takeover.
The mechanics: The offer has no minimum acceptance threshold — Knauf buys whatever is tendered and remaining shareholders keep their holdings. If its stake reaches 90%, it may seek CMA approval to exercise squeeze-out rights for the rest. Three UMI board members with ties to Knauf — tax consultant Markus Haaf, GCC CEO Paul Christopher Button, and Middle East, Turkey, and Africa CEO Serge Nicolas Bekhaazi — will abstain from voting.
Delisting is the endgame. Knauf plans to take UMI off Tadawul after the tender closes, and with no minimum acceptance threshold, it doesn’t need full take-up to get there. For minority holders, the exit window is the tender itself. Those who don’t accept may end up holding illiquid stock in an unlisted company.
Why it matters: A EUR 15.6 bn German building materials group taking a Saudi mining company private is a bet on the Kingdom’s construction pipeline — and a signal that foreign industrials are willing to pay for direct access to Saudi raw materials rather than importing them. Knauf already operates across the GCC.
ADVISORS- Lazard Saudi Arabia is advising Knauf on financials, and Fahad Abuhimed, Majid Alsheikh, Mansoor Alhagbani, and Clifford Chance on regulatory matters.