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Jabal Omar Development Company announces the publication of the shareholders circular regarding the capital increase by way of debt conversion

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Announcement Detail Further to the announcement made by Jabal Omar Development Company (the “Company”) published on the Saudi Exchange (Tadawul) website on 2/9/1443H (corresponding to 3/4/2022G) in respect of its entry into a binding implementation agreement with the fund manager of Alinma Makkah Real Estate Fund (the “Fund”) on behalf of the Fund pursuant to which the parties agreed to settle in full all of the rights and obligations in connection to the Fund’s assets by way of increasing the Company’s share capital via converting the debt owed by the Company to the Fund (the “Transaction”), and whereas the Company has announced on 14/12/1443H corresponding to 13/7/2022G the issuance of the approval of the Capital Market Authority (CMA) dated 7/12/1443H (corresponding to 6/7/2022G) in respect of the Company’s application to increase its capital in respect of the Transaction; and with reference to the board of directors’ invitation published on Tadawul on 6/1/1444H (corresponding to 4 August 2022G) to the Company’s shareholders to attend the extraordinary general assembly meeting which will take place at 19:30 on Thursday 27/1/1444H (corresponding to 25 August 2022G), to vote on the decisions relating to the Transaction as detailed in the aforesaid invitation, the Company announces the publication of the Shareholders Circular issued by the Company to its shareholders which has been prepared in accordance with the requirements of Article (56) of the Rules on the Offer of Securities and Continuing Obligations in connection with the increase in the share capital of the Company via debt conversion (the “Shareholders’ Circular”). The Shareholders Circular includes details of the Transaction, its terms and conditions and other related matters, including details of the related parties, the procedures required to effect the Transaction and the risks related to the Transaction.

The board of directors of the Company notes that each shareholder must carefully read and consider all information contained in the Shareholders Circular prior to making their decision on how to vote on the Transaction. If in doubt as to the vote that such shareholder should make at the Company’s extraordinary general assembly meeting, the board of directors recommends that such shareholder consults an independent financial advisor licensed by the CMA in relation to the Transaction and relies on its own examination of the Transaction with regard to such shareholder's individual objectives, financial situation and needs.

The Circular is attached to this announcement. Copies of the Circular can be obtained from the Company’s website at ( https://jabalomar.com.sa/disclosure/ ) or the CMA’s website at (www.cma.org.sa ).

The Company will announce any further material developments on the Transaction in due time.

Attached Documents     

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.

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