
AS&H Clifford Chance advises Riyadh Development Company on its landmark capital increase and acquisition of prime real estate assets from Remat Al-Riyadh Development Company
25 Feb 2025
AS&H Clifford Chance has advised Arriyadh Development Company (ARDCO) on a landmark capital increase transaction through the acquisition of two prime real estate assets from Remat Al-Riyadh Development Company and issuance of new shares to Remat Al-Riyadh Development Company in exchange for its in-kind contribution.
The transaction represented an increase of 31.58% in ARDCO's capital from SAR 1,777,777,770 to SAR 2,339,308,180. As consideration for these assets, ARDCO issued a total of 56,153,041 new ordinary shares to Remat Al-Riyadh Development Company. The assets acquired were valued for the purpose of the transaction at around SAR 1.4bn.
The acquisition and in-kind contribution agreement for the transaction was executed on 1 September 2024, and it subsequently received the approval of ARDCO's shareholders at an extraordinary general meeting held on 13 February 2025, upon which its completion was fulfilled on 16 February 2025.
This transaction represents one of the first transactions on the Saudi Exchange to be executed through the acquisition of real estate assets in exchange for newly issued shares by a listed company. It is considered a landmark achievement in ARDCO's strategic journey towards financial sustainability and maximisation of overall shareholder returns.
The team advising ARDCO was led by Mansoor Alhagbani, Partner and Head of Capital Markets and Financial Regulatory, Senior Associates Ahmad AlSadhan and Jomana AlKathiri, and Associates Noura AlAssaf, Marwan AlAmoudi, and Hakam Al Shawwa. . Selman Ansari led on the anti-trust aspects of the transaction.
AS&H Clifford Chance has a strong track record of advising on some of the largest, most innovative and complex M&A transactions. This includes advising Dur Hospitality Company on its securities exchange transaction with Taiba Investments Company. This deal marks the first public M&A deal between two listed hospitality companies in the Kingdom of Saudi Arabia creating a combined entity with a market value of SAR 4.4 billion (approx. US$ 1.2 billion); the Public Investment Fund on its US$69 billion sale of its stake in SABIC, which remains the largest ever M&A transaction in the Middle East, as well as advising National Commercial Bank on its merger with Samba Financial Group, which created the largest bank in Saudi Arabia.