Jabal Omar Development Company made a non-binding offer to the fund manager “Al-Inma Makkah Real Estate”, on behalf of the fund, to settle all related rights and obligations, issuing 193.07 million new company shares for the benefit of the unitholders of the fund.
The company stated in a note to “Tadawul Saudi”, that the offer included settlement of all obligations owed by the company to the fund and to the parties involved in the fund, represented mainly in the rents due and any other obligations under the agreements relating to the fund.
The offer also provided that the fund and the interested parties waive all rights – attributed to them by the agreements relating to the fund – relating to the fund’s assets, including the beneficial and legal ownership of the company.
All guarantees given will also be canceled in relation to the obligations of the company towards the fund and the subjects interested in the fund, including the dissolution of the mortgage on the properties mortgaged by the company in favor of the fund in the potential transaction.
On March 22, 2017, Jabal Omar Development announced the sale of 3 hotels and a commercial marketplace to the Alinma Makkah Real Estate Fund, and then leases the assets and manages them for ten years at an annual rent of 540 million riyals per year.
The company said: “In keeping with developments stemming from the emerging corona virus, which negatively impacted hotel and rental market revenues from the fund, and thus the company’s ability to continue paying the annual rent due. to the fund, and on the basis of the relevant discussions and conversations that have taken place between the company and the fund manager in this regard, and in the desire of the company to reach a full agreement in in relation to the assets of the fund and the rights and obligations associated with it in the interest of all interested parties, a non-binding offer was made to the fund manager to regulate all rights and obligations relating to the fund.
The company has stated that the offer submitted by the company is non-binding and is subject to several things, including the acceptance of the offer by the Fund and the agreement with the fund manager (on behalf of the fund) on the terms and the terms of the potential agreement and the conclusion of a binding agreement thereon.
According to the statement, if the binding agreement is concluded, the implementation of the potential transaction will then be subject to various conditions and approvals, including related regulatory approvals, which include approval from the Capital Market Authority, as well as obtaining approval. of the extraordinary general meeting of the company on the transaction, and other conditions that will be specified in the binding agreement.
Jabal Omar Development Company has appointed NCB Capital as financial advisor and has appointed Abu Hamed, Al Sheikh and Al Haqbani Advocates and Legal Consultants as legal advisor in relation to the potential transaction.
It should be noted that the potential transaction involves the presence of related parties, and some directors have an interest in the potential transaction, which will be evaluated and determined by the company in order to ensure compliance with laws and regulations in matter .
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