| Element List | Explanation |
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| Introduction | Tasnee announces that it has signed a Share Purchase Agreement (“Agreement”) with Tahweel Holding for the acquisition of 100% of the share capital (“Transaction”) of Al‑Rowad Industrial Transformation Company (the “Target Company”). |
The Target Company is a group of companies operating under a single umbrella, consisting of; Al‑Rowad Global Packaging Company Ltd, Taldeen Plastic Solutions, Al‑Rowad National Plastic Company Ltd, Al‑Rowad International Industrial Films Company Ltd., and Al‑Rowad United Marketing.
This Transaction represents an important step within Tasnee’s strategy to optimize its business portfolio, enhance return on capital employed, and maximize long‑term shareholder value.
The enterprise value of the Target Company is SAR 700 million subject to customary adjustments under the Agreement.
The disclosed Transaction Value is stated on the basis of Enterprise Value (cash-free, debt free). The Enterprise Value is not directly comparable to the Book Value which is an accounting measure. The final cash proceeds will reflect any customary closing adjustments set out in the Agreement.
Completion of the Transaction is subject to the satisfaction of several conditions, including — but not limited to — obtaining necessary regulatory approvals, such as a no‑objection clearance from the General Authority for Competition, along with other customary closing conditions for such agreements.
Saudi Holding Company for Conversion Industries (“Tahweel Holding”) (in its capacity as the “Buyer”)
1. Al‑Rowad Global Packaging Company Ltd.
Specializes in producing biaxially oriented polypropylene (BOPP) films, metallized films, and other high‑value‑added films used in flexible packaging solutions, ensuring high quality and reliable performance.
2. Taldeen Plastic Solutions
Produces agricultural films made from low‑density polyethylene for greenhouses and other uses, in addition to manufacturing high‑density polyethylene pipes and fittings (solid wall, corrugated, and spiral), as well as industrial‑grade plastic pallets and crates designed for heavy‑duty applications.
3. Al‑Rowad National Plastic Company Ltd.
Manufactures extruded plastic sheets such as polycarbonate and polymethyl methacrylate, in addition to injection‑molded plastic pails and battery cases. The company also operates advanced plastic recycling lines.
4. Al‑Rowad International Industrial Films Company Ltd.
One of the leading producers of geomembrane liners made from high‑density polyethylene (HDPE) and linear low‑density polyethylene (LLDPE), manufactured to meet global standards for use in infrastructure, environmental, and specialized engineering applications.
5. Al‑Rowad United Marketing
Operates an extensive network of retail outlets across the Kingdom, providing products from the Al‑Rowad companies directly to consumers, contractors, and farmers, ensuring accessibility and high‑quality service.
This Transaction enables Tasnee to redirect capital in line with its strategic priorities, including strengthening Tasnee’s financial position, accelerating debt reduction, and improving return on capital employed and contributing to sustainable shareholders’ value creation by aligning assets with the company’s long‑term strategic focus on the petrochemicals sector.
This represents a strategic capital allocation decision aimed at maximizing long‑term shareholder value through enhanced financial flexibility and redeployment of investment into higher return areas.
The Transaction also contributes to simplifying Tasnee's organizational structure and improving cost efficiency. Tasnee believes that this step aligns with its objective of supporting long term shareholder value creation.
Tasnee will continue to regularly review its business portfolio, particularly activities that are not part of its core business, to ensure alignment with Tasnee’s strategic goals and financial priorities — without any commitment to undertake specific future actions.
Tahweel Holding has appointed Deloitte as its financial advisor and Dentons as its legal advisor.
Any material developments will be announced in due course.
The Capital Market Authority and Saudi Exchange take no responsibility for the contents of this disclosure, make no representations as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of this disclosure, and the issuer accepts full responsibility for the accuracy of the information contained in it and confirms, having made all reasonable enquiries, that to the best of their knowledge and belief, there are no other facts or information the omission of which would make the disclosure misleading, incomplete or inaccurate.