Logo ofRetal Urban Development Co.
Retal Urban Development Co. agreed, on Aug. 2, to extend its share swap agreement (SSA), with Al Fozan Holding Co. to acquire the latter’s stake in Ajdan Real Estate Development Co. through a capital increase by issuing new shares to Al Fozan, until Dec. 31, 2026. 
The company said in a Tadawul statement that the extension was made to allow additional time to fulfil the conditions precedent stipulated in the agreement.
According to data available with Argaam, Retal signed, last February, a share swap agreement with Al Fozan Holding in 2026 to acquire the latter’s entire stake in Ajdan Real Estate Development. Retal will acquire 14.25 million ordinary shares, representing 47.5% of Ajdan’s share capital, in exchange for issuing new ordinary shares to Al Fozan Holding.
At the time, the company valued Ajdan at SAR 1.86 billion, while the value of the shares being acquired amounted to SAR 881.65 million.
For the purpose of the transaction, Retal was valued at SAR 8.02 billion, based on the 90-calendar-day volume-weighted average price (VWAP) of its shares for the period from Jan. 20, 2025, to June 1, 2025, equivalent to SAR 16.03 per share.
Retal’s share capital will be increased by 11% from SAR 500 million to SAR 555 million to facilitate the transaction, as shown below:
Key Acquisition Terms
Acquisition Method
Retal will acquire Al Fozan Holding’s entire stake in Ajdan
Compensation
Issuing new shares to Al Fozan Holding
Capital Before Increase
SAR 500 mln
No. of Shares Before Increase
500 mln
Capital Hike Value
SAR 55 mln
Capital Hike Ratio (%)
11%
Capital After Increase
SAR 555 mln
No. of Shares After Increase
555 mln
Share Valuation for Acquisition
SAR 16.03
Share Swap Ratio
Based on the sale shares to be acquired in Ajdan, equivalent to 14.25 mln ordinary shares, and based on the number of new shares that will be issued in Retal to the seller, the share exchange ratio is 3.8596 new shares in Retal for every share owned by the seller in Ajdan.
Retal’s Ownership in the share Capital of Ajdan After Acquisition (%)
% 47.5
Ownership Percentage of Shareholders to Whom New Shares will be Issued After Conclusion of the Acquisition (%)
% 57.6
Logo ofRetal Urban Development Co.
Retal Urban Development Co. agreed, on Aug. 2, to extend its share swap agreement (SSA), with Al Fozan Holding Co. to acquire the latter’s stake in Ajdan Real Estate Development Co. through a capital increase by issuing new shares to Al Fozan, until Dec. 31, 2026.
The company said in a Tadawul statement that the extension was made to allow additional time to fulfil the conditions precedent stipulated in the agreement.
According to data available with Argaam, Retal signed, last February, a share swap agreement with Al Fozan Holding in 2026 to acquire the latter’s entire stake in Ajdan Real Estate Development. Retal will acquire 14.25 million ordinary shares, representing 47.5% of Ajdan’s share capital, in exchange for issuing new ordinary shares to Al Fozan Holding.
At the time, the company valued Ajdan at SAR 1.86 billion, while the value of the shares being acquired amounted to SAR 881.65 million.
For the purpose of the transaction, Retal was valued at SAR 8.02 billion, based on the 90-calendar-day volume-weighted average price (VWAP) of its shares for the period from Jan. 20, 2025, to June 1, 2025, equivalent to SAR 16.03 per share.
Retal’s share capital will be increased by 11% from SAR 500 million to SAR 555 million to facilitate the transaction, as shown below:
Key Acquisition Terms
Acquisition Method
Retal will acquire Al Fozan Holding’s entire stake in Ajdan
Compensation
Issuing new shares to Al Fozan Holding
Capital Before Increase
SAR 500 mln
No. of Shares Before Increase
500 mln
Capital Hike Value
SAR 55 mln
Capital Hike Ratio (%)
11%
Capital After Increase
SAR 555 mln
No. of Shares After Increase
555 mln
Share Valuation for Acquisition
SAR 16.03
Share Swap Ratio
Based on the sale shares to be acquired in Ajdan, equivalent to 14.25 mln ordinary shares, and based on the number of new shares that will be issued in Retal to the seller, the share exchange ratio is 3.8596 new shares in Retal for every share owned by the seller in Ajdan.
Retal’s Ownership in the share Capital of Ajdan After Acquisition (%)
% 47.5
Ownership Percentage of Shareholders to Whom New Shares will be Issued After Conclusion of the Acquisition (%)
% 57.6
