United Mining publishes Knauf’s acquisition offer document, timeline

Logo of United Mining Industries Co. (UMI)

United Mining Industries Co. (UMI), on behalf of Knauf International, announced that the Capital Market Authority (CMA) approved on Sept. 21 the publication of the offer document and timeline for Knauf’s offer to acquire up to 100% of the remaining shares in the Saudi-listed company.

In a statement to Tadawul, UMI announced the publication of the offer document prepared by Knauf and addressed to the company’s shareholders, detailing the takeover offer in accordance with Article 38 of the Merger and Acquisition Regulations.

It also detailed the timetable outlining the key stages of the takeover offer and the relevant dates for completing each stage, emphasizing that shareholders carefully review all information contained in the offer document before making a decision regarding the takeover offer.

It added that shareholders who are uncertain about their decision should consult an independent financial adviser licensed by the CMA.

Each shareholder is responsible for conducting own independent assessment of the takeover offer and the information contained in the document.

UMI also issued the board of directors’ circular for shareholders’ perusal, it said in a separate statement to Tadawul.

The circular includes the board’s opinion on the takeover offer and the independent advice provided by Alkhair Capital—the company’s independent financial advisor on the offer.

In forming its opinion, the board relied, among other things, on the opinion issued by Alkhair Capital on June 24, 2026.

The independent financial advisor stated that, as of the date of its opinion and subject to the factors and assumptions set out therein, the takeover offer was fair and reasonable from a financial perspective for the company’s shareholders.

The board of directors, excluding the interested members identified in the circular, considers the takeover offer fair and reasonable from a financial perspective for the company’s shareholders and in the best interests of the company and its shareholders.

Accordingly, the UMI board, excluding the interested board members identified in the circular, recommend that United Mining shareholders accept the takeover offer.

The company noted that Alkhair Capital’s opinion is not expected to be updated. Therefore, there is no assurance that the opinion will remain applicable on the date any shareholder accepts the takeover offer, as the factors and assumptions underlying the opinion may change after its issuance.

The board’s opinion is based, among other things, on the accuracy and completeness of the information provided by Knauf.

Accordingly, in reaching its opinion, the board did not take into account any material operational, regulatory, or financial risks relating to Knauf’s business, assets, or liabilities that Knauf had not disclosed, identified, anticipated, or accounted for before the publication of the circular.

UMI board also did not consider the individual investment objectives, financial position, Zakat and tax status, or personal circumstances of each shareholder, as these factors vary from one shareholder to another.

UMI board reserves the right to amend its recommendation in accordance with its statutory duties and obligations.

Takeover Timeline

According to data available with Argaam, UMI received a notice from Knauf in May regarding the completion of a private transaction to acquire all shares held by the company’s major shareholders, totaling 8.9 million ordinary shares.

The shares represent 63.2% of the company’s total share capital and were acquired for SAR 504.5 million.

In June, Knauf announced its firm intention to make a takeover offer for UMI.

Knauf, which currently owns 63.2% of UMI shares, is offering to acquire up to 5.15 million shares, representing all shares not already owned by Knauf, for SAR 57 per share.

Offer document

Important Dates