Al Hammadi Holding Co. Announces acquiring 40% of Wareed Medical Company.

Element List	Explanation
Introduction	With reference to the company’s announcement published on the Saudi Exchange website on 28/04/2025 regarding the signing of a non-binding memorandum of understanding to acquire 40% of the share capital of Wareed Medical Company (a limited liability company), Al Hammadi Holding Company announces the signing of a share subscription agreement in Wareed Medical Company to acquire a 40% stake in the company’s shares, in addition to signing a shareholders’ agreement to regulate the relationship between the shareholders and the mechanism of managing the company during the coming period. The transaction file will be submitted to the General Authority for Competition to fulfill the required regulatory requirements.
Transaction Details	Acquisition of a stake representing 40% of the share capital of Wareed Medical Company.
Transaction Amount	113,000,000 SAR
Transaction Conditions	The agreement is subject to a number of terms and conditions prior to completing the transfer/allocation of the shares subject of the transaction, including – but not limited to – obtaining the necessary regulatory approvals from the relevant authorities in the Kingdom of Saudi Arabia, including the approval of the General Authority for Competition, in addition to satisfying other commercial and regulatory requirements. The terms of the transaction include Al Hammadi Holding Company subscribing to a capital increase in Wareed Medical Company, whereby the full investment amount is injected into the company to support its expansion plans, with no cash consideration paid to the existing shareholders of Wareed Medical Company. The investment will be paid in installments, with an initial payment of SAR 20,000,000 and the remaining amount to be settled over a period of up to five years in accordance with performance-linked payment terms agreed between the parties.
Parties of the Transaction	Buyer: Al Hammadi Holding Company.Sellers / current shareholders of Wareed Medical Company: Dr. Omar Abdulaziz bin Mohammed Al-Wahibi, Dr. Rizqallah Abdullah bin Hassan Al-Zahrani, Dr. Aqab Mohsen bin Raji Al-Mutairi, Ms. Nourah Mohammed Mohammed Al-Dosari.
Transaction Financing Method	Through Al Hammadi Holding Company’s own resources and internal cash flows.
Date of Entering Into The Transaction	2024-12-02 Corresponding to 1446-06-01
Description of Activity of The Asset Subject of The Transaction	Wareed Medical Company operates in the field of medical laboratory services and home healthcare services. It provides a comprehensive package of laboratory tests and home medical services in accordance with approved quality standards and has an operational network comprising 60 branches across various regions of the Kingdom.
Financial Statements for the Last Three Years of the Asset forming the Subject Matter of the Transaction	Revenues were as follows: 2022: SAR 1,203,394; 2023: SAR 14,919,437; 2024: SAR 38,773,926.
Transaction reasons	Through this transaction, Al Hammadi Holding Company aims to expand its integrated healthcare services ecosystem inside and outside the hospital, strengthen its presence in the medical laboratory services and home healthcare sectors, and benefit from Wareed’s branch network and operational expertise in a manner that contributes to diversifying income sources and creating added value for the company’s shareholders over the medium and long term.
Expected Impact of the Transaction on the Company and Its Operations	The financial impact of the transaction on the company and its operations will be determined after the completion of the transaction.
Related Parties	There are no related parties to this transaction.
Additional Information	https://www.saudiexchange.sa/wps/portal/saudiexchange/newsandreports/issuer-news/issuer-announcements/issuer-announcements-details/?anId=90936&anCat=1&cs=4007&locale=en

Element List

Explanation

Introduction

With reference to the company’s announcement published on the Saudi Exchange website on 28/04/2025 regarding the signing of a non-binding memorandum of understanding to acquire 40% of the share capital of Wareed Medical Company (a limited liability company), Al Hammadi Holding Company announces the signing of a share subscription agreement in Wareed Medical Company to acquire a 40% stake in the company’s shares, in addition to signing a shareholders’ agreement to regulate the relationship between the shareholders and the mechanism of managing the company during the coming period. The transaction file will be submitted to the General Authority for Competition to fulfill the required regulatory requirements.

Transaction Details

Acquisition of a stake representing 40% of the share capital of Wareed Medical Company.

Transaction Amount

113,000,000 SAR

Transaction Conditions

The agreement is subject to a number of terms and conditions prior to completing the transfer/allocation of the shares subject of the transaction, including – but not limited to – obtaining the necessary regulatory approvals from the relevant authorities in the Kingdom of Saudi Arabia, including the approval of the General Authority for Competition, in addition to satisfying other commercial and regulatory requirements. The terms of the transaction include Al Hammadi Holding Company subscribing to a capital increase in Wareed Medical Company, whereby the full investment amount is injected into the company to support its expansion plans, with no cash consideration paid to the existing shareholders of Wareed Medical Company. The investment will be paid in installments, with an initial payment of SAR 20,000,000 and the remaining amount to be settled over a period of up to five years in accordance with performance-linked payment terms agreed between the parties.

Parties of the Transaction

Buyer: Al Hammadi Holding Company.Sellers / current shareholders of Wareed Medical Company: Dr. Omar Abdulaziz bin Mohammed Al-Wahibi, Dr. Rizqallah Abdullah bin Hassan Al-Zahrani, Dr. Aqab Mohsen bin Raji Al-Mutairi, Ms. Nourah Mohammed Mohammed Al-Dosari.

Transaction Financing Method

Through Al Hammadi Holding Company’s own resources and internal cash flows.

Date of Entering Into The Transaction

2024-12-02 Corresponding to 1446-06-01

Description of Activity of The Asset Subject of The Transaction

Wareed Medical Company operates in the field of medical laboratory services and home healthcare services. It provides a comprehensive package of laboratory tests and home medical services in accordance with approved quality standards and has an operational network comprising 60 branches across various regions of the Kingdom.

Financial Statements for the Last Three Years of the Asset forming the Subject Matter of the Transaction

Revenues were as follows: 2022: SAR 1,203,394; 2023: SAR 14,919,437; 2024: SAR 38,773,926.

Transaction reasons

Through this transaction, Al Hammadi Holding Company aims to expand its integrated healthcare services ecosystem inside and outside the hospital, strengthen its presence in the medical laboratory services and home healthcare sectors, and benefit from Wareed’s branch network and operational expertise in a manner that contributes to diversifying income sources and creating added value for the company’s shareholders over the medium and long term.

Expected Impact of the Transaction on the Company and Its Operations

The financial impact of the transaction on the company and its operations will be determined after the completion of the transaction.

Related Parties

There are no related parties to this transaction.

Additional Information

https://www.saudiexchange.sa/wps/portal/saudiexchange/newsandreports/issuer-news/issuer-announcements/issuer-announcements-details/?anId=90936&anCat=1&cs=4007&locale=en