Clifford Chance

AS&H in co-operation with Clifford Chance advises Public Investment Fund on the USD 3.2 billion sale of shares in STC through a secondary public offering

The fully marketed secondary public offering is a first-of-its-kind transaction in the Kingdom

Abuhimed Alsheikh Alhagbani Law Firm (AS&H) in co-operation with Clifford Chance has advised the Public Investment Fund (PIF) on the successful completion of the sale of a partial stake of its shares in STC by way of a secondary public offering in a first-of-its-kind transaction in Saudi Arabia.

120 million shares representing 6.0% of STC’s share capital were sold to local and international institutional investors and retail investors through an offering conducted under Regulation S and Rule 144A under the US Securities Act with the total offering size reaching approximately USD 3.2 billion, making this the largest equity capital markets transaction in Saudi Arabia since the IPO of Saudi Aramco, the largest secondary follow-on transaction in EMEA in the last three years and the largest secondary follow-on transaction in CEEMEA in nearly ten years.

This transaction is in line with PIF’s strategy 2021-2025 to recycle capital by selling stakes in the companies owned by PIF to reinvest the proceeds in the Kingdom’s emerging sectors.

This secondary public offering of PIF’s shares in STC follows the IPOs of ACWA Power and Saudi Tadawul Group, where Clifford Chance (in co-operation with AS&H) advised as issuer’s counsel on both IPOs.

The team was led by partners Omar Rashid and Mansoor Al-Hagbani, supported by Sultan AlFayez (Senior Associate) and Alhanouf Al-Sultan, AlJawharah AlSadoun and AlJazi AlHagbani (Associates).

Clifford Chance and AS&H have a strong track record advising on some of the largest, most innovative and most complex deals in the Middle East. Together, we have advised on the following notable equity capital markets transactions in the Kingdom: Saudi Tadawul Group on its IPO; ACWA Power on its IPO; NCB Capital on its underwriting and sub-underwriting arrangements in relation to Saudi Aramco's US$25.6 billion IPO (Equity Deal of the Year – IFLR Middle East Awards 2020); the underwriters, Jadwa Investment and Riyad Capital, on Sulaiman Al-Habib's IPO – the first IPO in Saudi Arabia's main market in 2020 and healthcare sector since 2016; and the underwriters on Arabian Centres Company's IPO – the first ever IPO in the Kingdom with a full international offering, including a Rule 144A offering.