STAT is pleased to announce its role advising the Tourism Development Fund صندوق التنمية السياحي (TDF) and Riyad Bank in a Shariah-compliant financing agreement with Dana Bay Tourism Company. This agreement aims to develop a mixed-use beach resort in the Eastern Province, featuring luxurious villas managed by IHG under the InterContinental brand.

The project includes Dana Beach Walk, with retail stores, restaurants, and entertainment venues. Additionally, Discovery Island will be developed to add an artistic dimension, containing a museum, various art galleries and artisanal workshops. The development aligns with Saudi Arabia’s Vision 2030 by enhancing the Kingdom’s tourism infrastructure and offering world-class hospitality experiences.

The team advising on the transaction was led by Partner Faris Al Amoudi and Senior Counsel Richard Blackburn, supported by Senior Associate Omar Alsughaiyer, Associate Naif Alharbi, and Trainee Associates Abdullah Alrabiah, Sultan Albadi, and Zaina M. Khashan.

This achievement reflects STAT’s expertise in advising on complex Islamic financing and high-profile tourism development projects, contributing to the growth of quality investments in Saudi Arabia’s tourism sector.
STAT has a strong track record as sole legal advisor to government funds on projects supporting Saudi Arabia’s economic transformation goals, including (i) Representing the Real Estate Development Fund (REDF) in a Shariah-compliant real estate financing program for KSA finance companies, structuring short- and medium-term facilities to expand private sector contributions to real estate financing, encourage mortgage innovation, and align with Vision 2030 housing objectives. (ii) Representing REDF in setting up Shariah-compliant financing structures to support Saudi citizens in financing homes. (iii) Representing TDF in structuring and drafting a Shariah-compliant financing framework with a major KSA bank to support SME tourism projects. (iv) Representing the Cultural Development Fund in drafting and negotiating a groundbreaking cultural financing program with Alinma Bank, Alrajhi Bank, Arab National Bank, Bank AlJazira, and BSF. This program, based on Shariah-compliant structures, supports cultural enterprises in Saudi Arabia’s 16 cultural sub-sectors with flexible financing packages while minimizing risks for enterprises and banking partners.

This significant achievement further solidifies STAT’s position as a leading firm in structured and Islamic finance assisting major government entities in achieving their KSA Vision 2030 objectives.

STAT advised Bank AlJazira | بنك الجزيرة (BAJ) on its second issuance of up to SAR 1,000,000,000 Sukuk, under its Saudi Riyal-denominated perpetual Additional Tier 1 Capital Sukuk Programme. The issuance was offered by way of private placement in the Saudi market. The issuance furthers Bank AlJazira’s commitment to strengthening its capital base and achieving its long-term strategic objectives. Bank AlJazira appointed AlJazira Capital الجزيرة كابيتال, Al Rajhi Capital and HSBC Saudi Arabia as Joint Lead Managers for the issuance, with HSBC Saudi Arabia also acting as Sukukholders’ Agent and Payment Administrator.

The successful completion of this transaction underscores STAT’s expertise in advising on complex Islamic financing and debt capital market transactions in the Saudi market. The STAT Law Firm team advising on the transaction was led by partners Zeyad Y. AlSalloum and Faris Al Amoudi, with Senior Counsel Richard Blackburn supported by Associate Liaan AlFayadh.

STAT’s team members have extensive experience in landmark debt capital markets transactions for Saudi issuers, including advising: (i) Saudi Aramco on the establishment of its first SAR 37.5 billion Sukuk Issuance Programme and its debut SAR 11.25 billion Sukuk issuance thereunder, (ii) Saudi Real Estate Refinance Company on the establishment of its Sukuk Issuance Programme and its debut issuances of SAR 150 million Sukuk due 2023, SAR 50 million Sukuk due 2025, and SAR 50 million Sukuk due 2028, (iii) the Arrangers and Dealers on the establishment of the Global Sukuk Programme of the Kingdom of Saudi Arabia (acting through the Ministry of Finance) and the issuances thereunder; (iv) Bank AlJazira on the issuance of its Tier 2 Sukuk worth SAR 2 billion and (v) Bank AlJazira on the issuance of its Additional Tier 1 Sukuk worth SAR 2 billion.

This transaction reinforces STAT’s expertise in Saudi debt capital markets and its ability to support complex issuances.

STAT is pleased to announce its role in advising Al Khair Capital Saudi Arabia Company | AlKhair Capital الخير كابيتال as Sole Arranger, Dealer, and Financial Advisor in connection with the SAR 500,000,000 Sukuk Issuance Programme for Aqaseem Factory Co. For Chemical and Plastic Industry. This landmark programme has now received approval from the Capital Market Authority (CMA) and is the second ever public Sukuk programme to be approved under the new version of the Rules on the Offer of Securities and Continuing Obligations.

This stems from STAT’s representation of Al Khair Capital Saudi Arabia Company as Sole Arranger, Dealer, and Financial Advisor in connection with the SAR 500,000,000 Sukuk Issuance Programme for Rawasi Al Bina Investment Company which was the first ever public Sukuk programme to be approved under the new version of the Rules on the Offer of Securities and Continuing Obligations.

This achievement reflects STAT’s expertise in advising on complex and high-profile Islamic financing and debt capital market transactions. The team advising on the transaction was led by Partners Faris Al Amoudi and Zeyad Y. AlSalloum, with Senior Counsel Richard Blackburn and key support by Associates Omar Alsughaiyer and Liaan AlFayadh as assisted by Associate Naif Alharbi and Trainee Associates Sultan Albadi, Abdullah Alrabiah and Zaina M. Khashan.

STAT’s team members have extensive experience in landmark debt capital markets transactions for Saudi issuers and arrangers, including advising: (i) Saudi Aramco on the establishment of its first SAR 37.5 billion Sukuk Issuance Programme and its debut SAR 11.25 billion Sukuk issuance thereunder, (ii) Saudi Real Estate Refinance Company on the establishment of its Sukuk Issuance Programme and its debut issuances of SAR 150 million Sukuk due 2023, SAR 50 million Sukuk due 2025, and SAR 50 million Sukuk due 2028, (iii) the Arrangers and Dealers on the establishment of the Global Sukuk Programme of the Kingdom of Saudi Arabia (acting through the Ministry of Finance) and the issuances thereunder, (iv) Bank AlJazira on the issuance of its Tier 2 Sukuk worth SAR 2 billion, (v) Bank AlJazira on the issuance of its Additional Tier 1 Sukuk worth SAR 2 billion and (vi) Al Khair Capital Saudi Arabia Company as Arranger on the SAR 500,000,000 Sukuk Issuance Programme for Rawasi Al Bina Investment Company.

STAT is pleased to announce that it has advised The Saudi National Bank – SNB and the Saudi Banking Treasury Group (BTG), represented by the treasurers of all licensed banks in the Kingdom of Saudi Arabia with oversight from the Saudi Central Bank (SAMA), on the Shariah compliant structuring solutions relating to IBOR migration. The engagement involved the development of legal and Shariah-compliant structuring solutions under Saudi law and drafting the applicable contractual treatment required for migration. The IBOR migration project reflects the Kingdom of Saudi Arabia’s proactive approach to benchmark reform, preparing the financial sector for the transition under the SAIBOR regulatory reforms.

This advisory stems from earlier engagements, where STAT advised SAMA and BTG on recent SAIBOR reforms, including their contractual treatment and implementation.

The STAT team advising on the transaction was led by partners Faris Al Amoudi and Zeyad Y. AlSalloum, alongside senior counsel Richard Blackburn, with additional support from associate Omar Alsughaiyer.

STAT continues to demonstrate expertise in supporting key financial institutions and regulatory bodies on complex, high-profile Islamic financing transactions and regulatory reform initiatives.

STAT is pleased to announce its role in advising Al Khair Capital Saudi Arabia Company as Sole Arranger, Dealer, and Financial Advisor in connection with the SAR 500,000,000 Sukuk Issuance Programme for Rawasi Al Bina Investment Company. This landmark programme has now received approval from the Capital Market Authority (CMA) and is among the first public Sukuk programmes to be approved under the new version of the Rules on the Offer of Securities and Continuing Obligations.

This achievement reflects STAT’s expertise in advising on complex and high-profile debt capital market and Islamic financing transactions. The team advising on the transaction was led by partners Faris Al Amoudi and Zeyad Y. AlSalloum, with lead Associates Liaan AlFayadh and Omar Alsughaiyer, as assisted by Associate Naif Alharbi and Trainee Associate Sultan Albadi.

STAT’s team members have extensive experience in landmark debt capital markets transactions for Saudi issuers and arrangers, including advising: (i) Saudi Aramco on the establishment of its first SAR 37.5 billion Sukuk Issuance Programme and its debut SAR 11.25 billion Sukuk issuance thereunder, (ii) Saudi Real Estate Refinance Company on the establishment of its Sukuk Issuance Programme and its debut issuances of SAR 150 million Sukuk due 2023, SAR 50 million Sukuk due 2025, and SAR 50 million Sukuk due 2028, (iii) the Arrangers and Dealers on the establishment of the Global Sukuk Programme of the Kingdom of Saudi Arabia (acting through the Ministry of Finance) and the issuances thereunder; (iv) Bank AlJazira on the issuance of its Tier 2 Sukuk worth SAR 2 billion and (v) Bank AlJazira on the issuance of its Additional Tier 1 Sukuk worth SAR 2 billion.

Robert Vydra, Partner and Head of Equity Capital Markets at STAT, led the firm’s legal team advising Tamkeen Human Resources Company on its SAR 397.5 million initial public offering on the Main Market of Saudi Exchange. STAT acted as legal adviser to the issuer. The company’s shares commenced trading on 27 November 2024.

The IPO comprised 7.95 million existing shares at SAR 50 per share, representing 30 per cent. of the company’s share capital.

Tamkeen provides human resources and staffing services to corporate and individual customers. Its activities involve matching workforce supply with customers’ operating requirements across different segments of the Saudi economy.

Saudi IPO experience in manpower and workforce services

In addition to his work on Tamkeen Human Resources’ IPO, Robert Vydra previously led STAT’s issuer-side teams on the Main Market IPOs of Saudi Manpower Solutions Company (SMASCO) and Almawarid Manpower Company, with offering values of SAR 900 million and SAR 288 million, respectively.

Companies in the same industry can have different customer concentrations, contractual terms, service channels and operating exposures. A useful IPO prospectus makes those differences clear. The business description, material contracts, regulatory disclosures and risk factors need to reflect the particular issuer’s service model and obligations.

About the lead partner

Robert Vydra is Partner and Head of Equity Capital Markets at STAT in Riyadh. He has advised on Saudi capital markets since 2007, with a practice covering issuer-side IPOs, prospectus disclosure, transaction structuring and continuing obligations.

Planning an IPO for a human resources or staffing business?

To discuss issuer-specific preparation, disclosure or transaction documentation for a Main Market offering, contact Robert Vydra.
rvydra@statlawksa.com | +966 55 001 5326

Robert Vydra, Partner and Head of Equity Capital Markets at STAT, led the firm’s legal team advising Al Taiseer Group TALCO Industrial Company on its SAR 516 million initial public offering on the Main Market of Saudi Exchange. STAT acted as legal adviser to the issuer. The company’s shares commenced trading on 13 June 2024.

The offering comprised 12 million existing shares at SAR 43 per share, representing 30 per cent. of the company’s share capital.

Al Taiseer Group TALCO Industrial Company operates in aluminum production and finishing.

Its business serves customers whose demand is linked to construction and other industrial applications.

Saudi IPO experience in aluminum and industrial manufacturing

In addition to his work on TALCO’s IPO, Robert Vydra advised Samba Capital, as financial adviser, lead manager and lead underwriter, on Electrical Industries Company’s SAR 729 million IPO, and Samba Capital & Investment Management Company, ANB Invest and HSBC on Astra Industrial Group’s approximately SAR 934 million IPO before co-founding STAT.

His industrial capital-markets experience also includes advising the lead managers on National Industrialization Company (TASNEE)’s SAR 2 billion rights issue.

These mandates complement his earlier issuer-side IPO work for Arabian Drilling Company and Alkhorayef Water & Power Technologies Company.

A manufacturing prospectus needs to explain more than capacity.

Product mix, production processes, procurement, customer relationships and the role of different facilities all matter. Legal due diligence and disclosure should connect those commercial facts with operating permissions, property arrangements and material supply and customer contracts.

About the lead partner

Robert Vydra is Partner and Head of Equity Capital Markets at STAT in Riyadh. He has advised on Saudi capital markets since 2007, with a practice covering issuer-side IPOs, prospectus disclosure, transaction structuring and continuing obligations.

Preparing a manufacturing company for a Saudi IPO?

For advice on IPO readiness, production and supply-chain disclosure, or legal due diligence for an industrial issuer, contact Robert Vydra.
rvydra@statlawksa.com | +966 55 001 5326

Robert Vydra, Partner and Head of Equity Capital Markets at STAT, led the firm’s legal team advising Saudi Manpower Solutions Company (SMASCO) on its SAR 900 million initial public offering on the Main Market of Saudi Exchange. STAT acted as legal adviser to the issuer. The company’s shares commenced trading on 12 June 2024.

The offering comprised 120 million existing shares at SAR 7.50 per share, representing 30 per cent. of the company’s share capital.

Saudi Manpower Solutions Company, known as SMASCO, provides workforce services to corporate and individual customers. Its business combines different customer needs and service arrangements within a people-intensive operating model.

Saudi IPO experience in manpower and workforce services

In addition to his work on SMASCO’s IPO, Robert Vydra previously led STAT’s issuer-side team on Almawarid Manpower Company’s SAR 288 million Main Market IPO, involving a business serving corporate and individual customers through different service arrangements.

For an issuer serving both businesses and households, investors need to understand the contribution and characteristics of each customer segment. IPO preparation should connect that operating picture with material contractual obligations, regulatory considerations and governance, rather than relying only on the wider growth of the manpower market.

About the lead partner

Robert Vydra is Partner and Head of Equity Capital Markets at STAT in Riyadh. He has advised on Saudi capital markets since 2007, with a practice covering issuer-side IPOs, prospectus disclosure, transaction structuring and continuing obligations.

Considering a Main Market IPO for a services business?

To discuss IPO readiness, customer-segment disclosure or the legal structure of a Saudi workforce-services offering, contact Robert Vydra.
rvydra@statlawksa.com | +966 55 001 5326

Robert Vydra, Partner and Head of Equity Capital Markets at STAT, led the firm’s legal team advising Armah Sports Company on its approximately SAR 138 million initial public offering on Nomu – the Parallel Market of Saudi Exchange. STAT acted as legal adviser to the issuer. The company’s shares commenced trading on 30 November 2023.

The offering comprised 4,927,958 shares at SAR 28 per share, representing 15 per cent. of the company’s enlarged share capital: 4,106,666 newly issued shares and 821,292 existing shares. The IPO combined new equity for Armah with a selling-shareholder component.

Armah develops and operates fitness clubs under its Optimo and B_FIT brands. The company’s intended uses of its share of the net IPO proceeds included club construction and fit-out, fitness equipment, working capital and general corporate purposes.

Armah received the IPO of the Year 2023 – Nomu – Parallel Market award at the Saudi Capital Market Awards 2023, organised by Saudi Tadawul Group, recognising the transaction on which STAT advised the issuer.

Saudi IPO experience in fitness and consumer services

In addition to his work on Armah Sports’ IPO, Robert Vydra advised Leejam Sports Company on its SAR 817 million Main Market IPO before co-founding STAT. His fitness-sector IPO experience therefore extends across both the Main Market and Nomu.

For a fitness-club issuer, investors need to distinguish established clubs from new locations still building their membership base. IPO preparation should connect membership revenue and expansion plans with property arrangements, construction costs, equipment procurement and funding.

A combined new- and existing-share offering also needs to distinguish capital raised for the business from proceeds payable to selling shareholders.

About the lead partner

Robert Vydra is Partner and Head of Equity Capital Markets at STAT in Riyadh.

He has advised on Saudi capital markets since 2007, with a practice covering issuer-side IPOs, prospectus disclosure, transaction structuring and continuing obligations.

Preparing a fitness or consumer-services business for a Saudi IPO?

To discuss IPO readiness, expansion funding or the structure and disclosure of a Main Market or Nomu offering, contact Robert Vydra.
rvydra@statlawksa.com | +966 55 001 5326

Robert Vydra, Partner and Head of Equity Capital Markets at STAT, led the firm’s legal team advising Lumi Rental Company on its SAR 1.089 billion initial public offering on the Main Market of Saudi Exchange. STAT acted as legal adviser to the issuer. The company’s shares commenced trading on 25 September 2023.

The IPO comprised 16.5 million existing shares at SAR 66 per share, representing 30 per cent. of Lumi’s share capital. The shares were offered by Seera Group Holding, Lumi’s listed parent. The offering value was shareholder sale proceeds, rather than new equity raised by Lumi.

Lumi operates a vehicle rental and leasing business, together with sales of used vehicles from its fleet. The subsidiary’s listing formed part of a demerger approved by Seera’s shareholders, with Seera retaining a majority shareholding.

Saudi IPO experience in vehicle rental and leasing

In addition to his work on Lumi Rental’s IPO, Robert Vydra previously led STAT’s issuer-side team on Theeb Rent a Car Company’s SAR 516 million Main Market IPO. His broader automotive-sector M&A experience includes advising Saudi Automotive Services Company (SASCO) on its acquisition of Zaiti Petroleum Services Company, a petrol-station business.

A subsidiary IPO requires a clear account of the continuing parent relationship, shared services, related-party arrangements and the responsibilities of the subsidiary’s board and management. For a fleet-based business, that group-level picture must also sit alongside a coherent explanation of rental, leasing and vehicle-disposal activities.

About the lead partner

Robert Vydra is Partner and Head of Equity Capital Markets at STAT in Riyadh. He has advised on Saudi capital markets since 2007, with a practice covering issuer-side IPOs, prospectus disclosure, transaction structuring and continuing obligations.

Planning a subsidiary IPO or listed-group carve-out?

To discuss the parent-subsidiary relationship, offering structure, governance or prospectus disclosure, contact Robert Vydra.
rvydra@statlawksa.com | +966 55 001 5326

Robert Vydra, Partner and Head of Equity Capital Markets at STAT, led the firm’s legal team advising Morabaha Marina Financing Company on its approximately SAR 312.9 million initial public offering on the Main Market of Saudi Exchange. STAT acted as legal adviser to the issuer. The company’s shares commenced trading on 21 June 2023.
The offering comprised 21,428,572 newly issued shares at SAR 14.60 per share, with a gross offering value of approximately SAR 312.9 million. The shares represented 30 per cent. of the company’s enlarged capital. Unlike an offering consisting only of existing shares, this transaction raised new equity for the issuer.

Morabaha Marina provides Shariah-compliant financing to businesses and individuals. Its IPO brought a non-bank financial-services business to the Main Market and broadened its equity capital base.

Saudi IPO experience in non-bank financial services
In addition to his work on Morabaha Marina Financing Company’s IPO, Robert Vydra advised Alinma Bank on its SAR 10.5 billion IPO and Bupa Arabia for Cooperative Insurance on its IPO before co-founding STAT. His banking-sector experience also includes advising NCB Capital Company, Samba Capital, Morgan Stanley, Alistithmar Capital and HSBC on Riyadh Bank’s approximately SAR 13.1 billion rights issue.

Insurance and regulatory-capital experience
His insurance-sector experience includes advising Saudi Fransi Capital on AXA Cooperative Insurance Company’s SAR 200 million rights issue. He also advised Saudi Hollandi Capital, as financial adviser, lead manager and underwriter, on Saudi Arabian Cooperative Insurance Company’s SAR 150 million rights issue and Al-Ahlia for Cooperative Insurance Company’s approximately SAR 220 million rights issue. On Wataniya Insurance Company’s SAR 100 million rights issue, he advised ANB Invest, as financial adviser, lead manager and co-underwriter, and Saudi Hollandi Capital, as co-underwriter.

His broader financial-services capital-markets experience includes advising Saudi Hollandi Capital on Saudi Hollandi Bank’s SAR 775 million Mudaraba callable certificates, the first Sukuk in the Middle East to qualify as bank capital for regulatory purposes. Together, these mandates span banking, insurance, non-bank financing and regulatory-capital transactions, while involving distinct business and regulatory models.

For a financing company, the investment case needs to connect origination, credit quality, funding and collections with portfolio characteristics and risk management. A new-share offering also calls for consistent disclosure of the capital increase, dilution and intended use of proceeds across the prospectus, corporate approvals and transaction documentation.

About the lead partner

Robert Vydra is Partner and Head of Equity Capital Markets at STAT in Riyadh. He has advised on Saudi capital markets since 2007, with a practice covering issuer-side IPOs, prospectus disclosure, transaction structuring and continuing obligations.

Considering a Saudi IPO for a financial-services business?

To discuss a primary capital raising, IPO readiness or disclosure for a financing company, contact Robert Vydra.

rvydra@statlawksa.com | +966 55 001 5326

Robert Vydra, Partner and Head of Equity Capital Markets at STAT, led the firm’s legal team advising Almawarid Manpower Company on its SAR 288 million initial public offering on the Main Market of Saudi Exchange. STAT acted as legal adviser to the issuer. The company’s shares commenced trading on 19 June 2023.

The offering comprised 4.5 million existing shares at SAR 64 per share, representing 30 per cent. of the company’s share capital.

Almawarid provides manpower and recruitment-related services to business and individual customers. Its operating model brings together workforce deployment, customer contracts and the services required to support those relationships.

Saudi IPO experience in services businesses

In addition to his work on Almawarid Manpower’s IPO, Robert Vydra previously led STAT’s issuer-side teams on Theeb Rent a Car Company’s SAR 516 million IPO and Alkhorayef Water & Power Technologies Company’s SAR 540 million IPO, involving vehicle rental and infrastructure services, respectively.

A workforce-services issuer needs to explain how services are contracted, how personnel are deployed and how the company manages the obligations associated with its operating model. The business description, material contracts, regulatory position and employment-related disclosures should present a consistent account of that business.

About the lead partner
Robert Vydra is Partner and Head of Equity Capital Markets at STAT in Riyadh. He has advised on Saudi capital markets since 2007, with a practice covering issuer-side IPOs, prospectus disclosure, transaction structuring and continuing obligations.

Preparing a workforce-services company for a Saudi IPO?

For advice on IPO readiness, customer and operating arrangements, or prospectus disclosure for a staffing business, contact Robert Vydra.
rvydra@statlawksa.com | +966 55 001 5326