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Capital Markets

Knauf Lifts United Mining Stake to 99.3%

Riyadh, Saudi Arabia — Knauf International GmbH has completed settlement of its tender offer for United Mining Industries Company, lifting its ownership stake from 63.2% to 99.3% after paying 57 SAR per share to accepting shareholders. Settlement and share allocation were finalized on November 8, 2026.

The tender offer closed after United Mining Industries published the offer document on September 27, 2026, giving shareholders the opportunity to tender. Those who accepted received cash consideration at the offer price. Shareholders who did not receive payment are directed to contact the licensed capital market institution holding their shares.

What Happens Next

Knauf is now pursuing two parallel actions to complete its full acquisition of United Mining Industries. First, it plans to file a mandatory offer request with the Capital Market Authority, which would compel remaining minority shareholders to sell their shares. Any mandatory offer price must equal at least 57 SAR per share — the original tender offer price — in accordance with Article 230 of the Companies Law and Article 24(f) of the M&A Regulations.

Second, Knauf intends to delist United Mining Industries from the Saudi Exchange (Tadawul). That step requires both CMA approval and an extraordinary general assembly resolution from the company’s shareholders. Both processes remain subject to regulatory review.

Why It Matters

  • Knauf controls 99.3% of United Mining Industries, leaving minority shareholders with a combined stake of less than 1%.
  • Remaining shareholders face a mandatory buyout at no less than 57 SAR per share if the CMA approves Knauf’s compulsory offer request.
  • Delisting, if approved, would eliminate any secondary market liquidity for the remaining minority interest.
  • Shareholders who have not yet received their tender consideration should contact their brokerage institution directly for resolution.

What This Means for Investors

  • Minority shareholders who held out from the tender offer have little negotiating leverage — a mandatory offer at 57 SAR per share represents the regulatory floor, not a premium.
  • Delisting would remove any ability to exit on-market, making the mandatory offer effectively the last exit opportunity at a known price.
  • The 57 SAR floor provides a degree of downside protection, but shareholders should not expect Knauf to increase that price.
  • Investors in similar situations on Tadawul should monitor CMA announcements closely, as the timeline for the mandatory offer and delisting depends entirely on regulatory approvals.

 

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THE SAUDI STANDARD’S VIEW: KNAUF’S ENDGAME AT UNITED MINING SIGNALS A MATURING M&A FRAMEWORK

Knauf International’s near-total consolidation of United Mining Industries is more than a corporate transaction — it is a stress test of Saudi Arabia’s mergers and acquisitions regulatory architecture. With a 99.3% controlling stake now secured, the path toward mandatory buyout and delisting places the Capital Market Authority’s enforcement mechanisms squarely in the spotlight, and offers investors a clear lesson in how late-stage takeovers are structured and resolved on Tadawul.

• REGULATORY ARCHITECTURE PERFORMING AS DESIGNED

The CMA’s M&A framework, particularly Article 24(f) of the M&A Regulations and Article 230 of the Companies Law, is functioning precisely as intended — protecting minority shareholders from being stranded without an exit at a price below the original offer. The 57 SAR per share floor embedded in the mandatory offer requirement is not a courtesy; it is a binding regulatory minimum that reflects the CMA’s commitment to equitable treatment across all shareholder classes. This framework is increasingly comparable to international standards in developed capital markets.

• MINORITY SHAREHOLDERS FACE A NARROWING WINDOW

Investors holding the remaining sub-1% stake have effectively reached the terminal stage of their ownership position, with market-based exit options closing rapidly. Once delisting is approved by the CMA and ratified through an extraordinary general assembly, secondary market liquidity disappears entirely, making the mandatory offer the definitive and final monetization event. Shareholders who deferred tendering in anticipation of a higher price should recalibrate expectations — the regulatory floor of 57 SAR represents the ceiling of realistic outcomes.

• DELISTING DYNAMICS AND MARKET INTEGRITY

Knauf’s parallel pursuit of both a compulsory buyout and a Tadawul delisting reflects standard global practice for acquirers seeking full operational and governance control over a subsidiary. For the broader Saudi Exchange, the orderly processing of this delisting — subject to CMA approval and shareholder resolution — reinforces that the market can accommodate corporate consolidation without undermining investor confidence. Each successfully managed delisting strengthens the procedural credibility of Tadawul as an institutional-grade exchange.

• STRATEGIC SIGNAL FOR FOREIGN DIRECT INVESTMENT

Knauf’s complete consolidation of a Saudi industrial company demonstrates that foreign strategic investors can execute full-cycle acquisitions — from initial stake to near-total ownership — within the Kingdom’s regulatory framework. This outcome strengthens Saudi Arabia’s positioning as a viable destination for foreign direct investment in the industrial and materials sector, where long-term operational control is often a prerequisite for capital commitment. The transaction validates the predictability of the CMA’s M&A rulebook for international corporates evaluating Saudi market entry.

Viewed through the lens of Vision 2030, the Knauf-United Mining transaction illustrates the Kingdom’s deliberate effort to build a capital market infrastructure capable of supporting sophisticated corporate transactions while safeguarding investor rights. As Saudi Arabia works to deepen its non-oil industrial base and attract strategic foreign partners, the credibility of its M&A and delisting frameworks becomes a competitive asset — one that this transaction has meaningfully reinforced.