Mergers & Acquisitions Lawyers in Jeddah

Mergers & acquisitions in Jeddah: a deal that needs precision from day one to closing

Mergers and acquisitions are among the most important growth tools for companies, but also among the most legally complex transactions, intersecting three major regulatory frameworks at once: the Companies Law (for mergers, conversions, and share transfers), the Competition Law (when the deal exceeds certain thresholds requiring General Authority for Competition approval), and the Capital Market Law (when a party is listed on the exchange). Overlooking any one of these three frameworks can expose the entire deal to invalidation or suspension.

The mandatory takeover offer: the 40% threshold

Under the CMA's Merger and Acquisition Regulations, if a person acquires 40% or more of a listed company's shares (whether through a single transaction or a series of transactions with parties acting in concert), this must be disclosed to the public within three trading days following the announcement, and an obligation to make a takeover offer to all other shareholders may arise. Anyone planning such a transaction must confirm their financial capacity to execute and sustain the offer before completing the acquisition, not after.

Mandatory notification to the Competition Authority

The law requires notifying the General Authority for Competition and obtaining prior approval at least 90 days before completing any merger, acquisition, or joint venture, if the combined global annual sales of all parties exceed SAR 200 million (alongside additional cumulative conditions specific to the Saudi market). Completing the deal without this approval is a statutory violation that can lead to the transaction being unwound entirely, alongside fines that can reach a percentage of annual sales value.

Due diligence: where costly surprises get discovered

The due diligence stage is what usually uncovers hidden liabilities, pending litigation, regulatory non-compliance, or defects in asset ownership that can fundamentally change the deal's value or kill it entirely. We handle this comprehensive review (legal, contractual, and regulatory) before any final commitment, to protect our client from liabilities they inherited unknowingly.

Our M&A services

• Structuring the deal (full merger, share acquisition, or asset acquisition) to serve your objectives
• Conducting full legal due diligence before any commitment
• Filing required notifications with the Competition Authority and Capital Market Authority
• Drafting and negotiating the merger or acquisition agreement through to closing

How we start

1. We discuss the deal's objectives and determine the most suitable legal structure
2. We conduct due diligence and required statutory notifications in parallel
3. We handle negotiation and drafting through to closing with full legal confidence

For an M&A deal in Jeddah needing legal precision from day one, contact us on WhatsApp.

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