Hail Cement Company announces the issuance of a firm intention to make an offer to acquire all shares of Hail Cement Company through a securities exchange offer from Qassim Cement Company

Hail Cement Company announces the issuance of a firm intention to make an offer to acquire all shares of Hail Cement Company through a securities exchange offer from Qassim Cement Company

Element List

Explanation

Introduction

Further to the announcement made by Hail Cement Company (the “Company” or “HCC”) on the Saudi Exchange website on 11/06/1445H (corresponding to 24/12/2023G) (the “Transaction Announcement”) regarding the entry into a binding implementation agreement (the “Implementation Agreement”) with Qassim Cement Company (“QCC”), pursuant to which QCC has agreed to make an offer to HCC’s shareholders to acquire all shares of HCC in consideration for newly issued shares in QCC pursuant to Article (26) of the Merger and Acquisition Regulations and in accordance with the Rules on the Offer of Securities and Continuing Obligations issued by the board of the Capital Market Authority, and in accordance with the conditions and provisions of the Implementation Agreement (the “Transaction”). Whereas the conditions for making a firm intention announcement pursuant to the Implementation Agreement have been satisfied, and in accordance with Article 17(e) of the Merger and Acquisition Regulations, QCC has announced its firm intention to make an offer in accordance with the terms and conditions of the Implementation Agreement. Please refer to the Transaction Announcement for additional information relating to the Transaction, including (i) the structure