ELEMENT LIST | EXPLANATION |
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Introduction | The transaction that made with Al-Nawasi Gulf Trading Company on April 2021 for the purchase of “non-current assets” Cars value of 200 million Saudi Riyal for the purpose of reselling them in order to use the proceeds of the cash flows from it to finance the Company’s working capital. The transaction didn’t implemented due to the failure of Al-Nawasi Gulf Trading company to fulfill the requirements of the contract on the agreed dates and the subsequent time limits exhausted by the company, forcing the Saudi Cable Company to submit a request for the implementation of order for the advance payment, as a result of which the services of Al-Nawasi Gulf Trading Company were suspended. Saudi Cable Company currently seeks to initiate a legal claim before the Commercial Court approves winding of the contract with Al-Nawasi Gulf Trading Company and its claim for the amounts that it illegally obtained it, in addition to the penalty clause and other related claims. |
Previous Announcement | Transaction of assets purchase; value of 200 million Saudi Riyal for the purpose of reselling them to finance the Company’s working capital. |
Date of Previous Announcement on Tadawul’s Website | 2021-05-05 Corresponding to 1442-09-23 |
Percentage of fulfilled achievement | N/A |
Event’s Expected Completion Date | N/A |
Reasons for Exceeding the Announced End Date | N/A |
The costs associated with the event, and if they have changed or not with indication of the reasons. | Whereas, the contract with an amount of SR 200 million did not executed till now, the resulted cost which is an amount of SR 81,519,665 no longer exists either. |
Impact of the Delay on the Company’s Financial Results | It is not possible to predict the effect, it will be announced later when it becomes really. |
Additional Information | N/A |
CERTIFICATIONS & AWARDS
Saudi Cable Company announces resignation of its Board Member
ELEMENT LIST | EXPLANATION |
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Introduction | Saudi Cable Company announces resignation of its Board Member Mr. Mahmoud Mansour Abdulgafar of his position as Board member and Chairman of Nomination & Remunerations Committee (Independent member) on 18/12/1442H, corresponding to 28/07/2021.Saudi Cable Company’s Board of Directors extends its thanks and gratitude to Mr. Mahmoud Mansour Abdulgafar for his tenure as a Board member and Chairman of Nomination and Remunerations Committee. |
ELEMENT LIST | EXPLANATION |
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Resigned Member Name | Mr. Mahmoud Mansour Abdulghafar. |
Membership Type | Independent |
Resignation Submission Date | 2021-07-28 Corresponding to 1442-12-18 |
Resignation Acceptance Date | 2021-07-28 Corresponding to 1442-12-18 |
Resignation Effective Date | 2021-07-28 Corresponding to 1442-12-18 |
Membership Starting Date for the Resigned Member | 2021-01-14 Corresponding to 1442-06-01 |
Reasons of Resignation | Personal reasons |
Saudi Cable Co. Announces an update on Board’s recommendation on Company’s capital increase through offering of rights issue.
ELEMENT LIST | EXPLANATION |
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Introduction | Saudi Cable Company announces that the Board of Directors has decided at its meeting, held on Tuesday, 19/11/1442H, corresponding to 29/06/2021, to recommend to the Extraordinary General Assembly to reduce the Company’s Capital and consequently, increasing it as per the details shown below:Date of Board’s Meeting: 19/11//1442H, corresponding to 29/06/2021.Capital before deduction: 360,614,060Capital after deduction: 262,311,060Percentage of capital deduction: 27.26%Number of shares before deduction: 36,061,406Number of shares after deduction: 26,231,106Reasons for capital deduction: Restructuring of the Company’s Capital to write-off the accumulated losses as of 31/03/2021, an amount of (98,303,000) Saudi Riyal.Method of capital deduction: Cancellation a number of 9,830,300 of Company’s shares, 1share shall be deducted per 3.6684 shares.Impact of Capital deduction on the obligations or the operations or Company’s financial or operational or organizational performance: The capital reduction will not have an effect on the Company obligations.Date of reduction: End of the second trading day following the Extraordinary General Assembly meeting that approved the capital deduction.Approvals: The Recommendation on Company’s Capital deduction shall be subject to the approval of the relevant Regulatory Bodies and the Extraordinary General Assembly.Appointment of Financial Adviser, and submitting application for Capital deduction to Capital Market Authority (CMA). The Board of Directors has decided within the same Meeting to appoint FALCOM Financial Services as a Financial Adviser for the transaction of Capital deduction, and Financial Adviser and Subscription Manager for the transaction of capital increase through offering of rights issues.It will be announced when submitting the application for capital deduction and the request for the increase of Company’s capital through rights issue to Capital Market Authority for approval. |
Previous Announcement | Board’s recommendation on Company’s capital increase through offering of rights issue. |
Date of Previous Announcement on Tadawul’s Website | 2021-02-25 Corresponding to 1442-07-13 |
Percentage of fulfilled achievement | N/A |
Event’s Expected Completion Date | N/A |
Reasons for Exceeding the Announced End Date | N/A |
The costs associated with the event, and if they have changed or not with indication of the reasons. | N/A |
Impact of the Delay on the Company’s Financial Results | N/A |
Additional Information | Further, the Company’s Board of Directors has recommended within the same meeting of the Extraordinary General Assembly, and after completing the transaction of Capital deduction by increasing Company’s capital through offering of rights issue, an amount of 500 million Saudi Riyal, as the following details: 1. Company’s capital before the increase (262,311,060) Saudi Riyal, and the number of shares (26,231,106). 2. Offering a number of (50,000,000) shares with total value of (500,000,000), represents an increase in Company capital percentage of (190.61%), for the purpose of restructuring of the capital and flows of new funds to secure operational capital for the Company to increase its operational capacity and supports future activities. 3. Company’s Capital after increase shall be (762,311,060) Saudi Riyal, and the number of shares (76,231,106) shares. 4. Capital increase is subject to the Extraordinary General Assembly approval of the deduction of the above mentioned capital. 5. Eligibility for subscription shall be for the Shareholders who are registered in the Shareholders’ register in the Securities Depository Center ( Edaa ) at the end of the second trading day following the Extraordinary General Assembly regarding capital deduction, and consequently increasing it through rights issue.Whilst, the Company’s Capital deduction and consequently increasing it through rights issue shall be subject to the approval of the related official Bodies and Company’s Shareholders Extraordinary General Assembly. |
Saudi Cable Co. Announces the Results of the Ordinary General Assembly Meeting, ( Second Meeting )
ELEMENT LIST | EXPLANATION |
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Introduction | Saudi Cable Company announces the results of the Ordinary General Assembly Meeting (2nd Meeting) for the failing of the quorum in the first meeting, and consequently, second meeting was held after one hour of the first meeting, which held at the Company Head Office in Jeddah, through the means of modern technology using Tadawulaty web site, at 19:30 pm, on Monday, 18/11/1442H, corresponding to 28/06/2020, headed by the Chairman of the Board, Mr. Abdulrahman I. Alkhayal, after valid quorum attended by (11.18%) of the total Company’s shares. |
City and Location of the General Assembly’s Meeting | Saudi Cable Company’s Head Office, Jeddah – Via means of Modern Technology. |
Date of the General Assembly’s Meeting | 2021-06-28 Corresponding to 1442-11-18 |
Time of the General Assembly’s Meeting | 19:30 |
Percentage of Attending Shareholders | 11.18% |
Names of the Board of Directors’ Members Present at the General Assembly’s Meeting and Names of the Absentees | Names of the Board Members who are attended the meeting:- Mr. Abdulrahman I. Alkhayal (Chairman of the Board)- Mrs. Noha A. Sulaimani (Vice-Chairperson)- Mr. Abdulhadi A. Abulkhair.- Mr. Mahmoud M. Abdulgafar- Mr. Saleh A. Al Shathry- Mr. Meyassar A. Nowailati- Mr. Ali M. Al Attas- Mr. Azhar M. Kenji- Mr. Nael S. Fayez |
Names of the Chairmen of the Committees Present at the General Assembly’s Meeting or Members of such Committees Attending on Their Behalf | – Mrs. Noha A. Sulaimani (Chairperson of the Audi Committee).- Mr. Mahmoud M. Abdulgafar (Chairman of the Nominations & Remuneration Committee). |
Voting Results on the Items of the General Assembly’s Meeting Agenda’s | 1. Approved the Board of Directors Report for the fiscal year ending on 31/12/2020.2. Approved the Company’s Auditor Report for the fiscal year ending on 31/12/2020.3. Approved the financial statements for the fiscal year ending on 31/12/2020.4. Disapproved absolving the Directors from their responsibilities for the fiscal year ending on 31/12/2020.5. Approved appointment of Messrs / Al-Azm, Al-Sudairi, Al-Sheikh & Partners Co. Chartered Accountants and Consultants, External Auditors from among auditors nominated in accordance with a recommendation by the Audit Committee, for reviewing and auditing the Company quarterly statements for the (2nd, 3rd and 4th quarter) and the annual for the fiscal year 2021 and the 1st quarter of the fiscal year 2022 and determining their fees.6. Disapproved the Ordinary General Assembly delegation of the authorization powers, stipulated in Paragraph (1) of Article (71) of the Companies Law to the Company’s Board of Directors, for a period of one year from the date of approval of the Ordinary General Assembly or until the end of the session of the delegated Board of Directors, whichever comes first, in accordance with the conditions stated in Regulatory Rules and Procedures issued in implementation of the Companies Law relating to the listed Joint Stock Companies.7. Approved transactions and contracts to be executed between the Company and Midal Cables Co. in which the members of the Board of Directors (Meyassar A. Nowailati, Abdulhadi Abulkhair) have an indirect interest on it, in form of purchase of raw materials, Board of Directors remunerations, dividends distribution received, financing expenses for purchase of raw materials; which are Ordinary transactions without any preferential terms or benefits and the term of the transaction is one year; commenced from the convention date of the General Assembly, an amount of SR. 62.688.000 (Sixty two million six hundred eighty eight thousand Saudi Riyal). |
Additional Information | N/A |
Saudi Cable Company announces appointment of two Audit Committee Members
ELEMENT LIST | EXPLANATION |
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Introduction | Saudi Cable Company announces that the Board of Directors has approved by Circular Resolution on its meeting held on Sunday, 03 Shawwal 1442H, corresponding to 13/06/2021, the recommendation by the Nominations & Remuneration Committee regarding the appointment of:Mr. Basem Tayseer Jameel Hijaz;Mr Mazen Khalaf H. Al ZayerTo be members of the Audit Committee (two independent members of non-Board members), the validity of the appointment under the Committee’s membership shall be effective from the date approved by the nearest General Assembly to be held until the end of the current session of the Audit Committee, which shall be ending on 13/01/2024.Whilst, Board’s approval may not be deemed final and this appointment shall be presented to the General Assembly at its first meeting for approval. |
ELEMENT LIST | EXPLANATION |
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Appointed Member Name | Basem Tayseer Hijaz |
Membership Start Date | 2021-06-13 Corresponding to 1442-11-03 |
Brief Resume of the Appointed Member | Holding Bachelor degree in Accounting from University of Jordan, having more than 17 years of experiences on auditing, risks and compliance in companies, such as, Bindawood Holding Company, Nadec, Extra and Jordan Electricity Company. |
ELEMENT LIST | EXPLANATION |
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Appointed Member Name | Mazen Khalaf Al Zayer |
Membership Start Date | 2021-06-13 Corresponding to 1442-11-03 |
Brief Resume of the Appointed Member | Holding Associate Diploma in Accounting from Jubail University College, having more than 16 years of experiences in auditing and risks management in companies, such as, Jeddah Chamber of Commerce, Dallah Al-Baraka Group, Samba Financial Group and Petromin Company. |
ELEMENT LIST | EXPLANATION |
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Date of Board Meeting in which Appointed New Member(s) were Appointed | 2021-06-13 Corresponding to 1442-11-03 |
Board Approval | Board Approval May not be Deemed Final, this Appointment Shall Be Put before the First General Assembly Meeting for Approval |
Additional Information | N/A |
Saudi Cable Company announces release of the Board Chairman and the Vice-Chairman and appointment of a Chairman and Vice-Chairman
ELEMENT LIST | EXPLANATION |
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Announcement Detail | Saudi Cable Company announces approval of the Board of Directors (By circular resolution) the recommendation passed by the majority of the members on 14/10/1442H, corresponding to 26/05/2021, as the following:1. Release Mr. Meyassar A. Nowailati of his position as a Chairman of the Company’s Board of Directors on (Thursday), 15/10/1442H, corresponding to 27/05/2021, and shall continue as non-executive Board member.2. Appointing Mr. Abdulrahman I. Alkhayal as a Chairman of the Company’s Board of Directors on (Thursday), 15/10/1442H, corresponding to 27/05/2021.3. Release Mr. Mahmoud Mansour M. Abdulgafar of his position as a vice-Chairman upon his own on request on (Thursday), 15/10/1442H, corresponding to 27/05/2021, while, shall continue as an independent member of the Board and Chairman of the Nomination & Remuneration Committee.4. Appointing of Mrs. Noha Abdulghani H. Sulaimani as a vice-Chairperson of the Company’s Board of Directors on (Thursday), 15/10/1442H, corresponding to 27/05/2021. And shall continue as an independent member and Chairperson of the Audit Committee |
Saudi Cable Co. announces its Interim Financial Results for the Period Ending on 2021-03-31 ( Three Months )
ELEMENT LIST | CURRENT QUARTER | SIMILAR QUARTER FOR PREVIOUS YEAR | %CHANGE | PREVIOUS QUARTER | % CHANGE |
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Sales/Revenue | 63,855 | 59,532 | 7.261 | 71,456 | -10.637 |
Gross Profit (Loss) | -17,257 | -17,305 | -0.277 | -20,337 | -15.144 |
Operational Profit (Loss) | -36,832 | -37,947 | -2.938 | -63,968 | -42.421 |
Net Profit (Loss) after Zakat and Tax | -35,882 | -43,197 | -16.934 | -46,638 | -23.062 |
Total Comprehensive Income | -36,867 | -47,054 | -21.649 | -53,044 | -30.497 |
All figures are in (Thousands) Saudi Arabia, Riyals |
ELEMENT LIST | CURRENT PERIOD | SIMILAR PERIOD FOR PREVIOUS YEAR | %CHANGE |
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Total Share Holders Equity (after Deducting Minority Equity) | 249,271 | 294,711 | -15.418 |
Profit (Loss) per Share | -1 | -1.2 | |
All figures are in (Thousands) Saudi Arabia, Riyals |
ACCUMULATED LOSSES | CAPITAL | PERCENTAGE % | |
---|---|---|---|
-98,303 | 360,614 | -27.26 | |
All figures are in (Thousands) Saudi Arabia, Riyals |
ELEMENT LIST | EXPLANATION |
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The reason of the increase (decrease) in the net profit during the current quarter compared to the same quarter of the last year is | The Group made a net loss of SR 35.9 million in current quarter as compared to the net loss of SR 43.2 million in the same quarter of the previous year and the change in net losses of the current quarter compared with net loss of the same quarter of the previous year are mainly due to following impacts:• Higher volumes in current quarter as compared to same quarter of previous year.• Decreased expenses in current quarter as compared to same quarter of the previous year.• Increased share of profit from associates in current quarter as compared to net losses in same quarter of the previous year. |
The reason of the increase (decrease) in the net profit during the current quarter compared to the previous period of the current year is | The Group made a net loss of SR 35.9 million in current quarter as compared to the net loss of SR 46.6 million in the previous quarter and the change in net losses of the current quarter compared with net loss of the previous quarter are mainly due to following impacts:• Lower volumes in current quarter as compared to previous quarter.• Decreased one-off expenses and finance cost in current quarter as compared to previous quarter.• Increase in share of profit from associates in current quarter, as compared to previous quarter. |
Statement of the type of external auditor’s report | Qualified conclusion |
Modification, Qualification or Emphasis of a Matter as Stated within the External Auditor Opinion | Basis for Qualified Conclusion• As stated in note 6, the consolidated financial statements include investment in an associate (50% ownership) with a carrying value of SR 313.2 million and share of results of SR 6.70 million as at and for the three-month period ended 31 March 2021 (SR 319.12 million and SR 1.52 million as of and for the year ended 31 December 2020). The associate had trade receivables amounting to SR 48 million, out of which the Group’s share is SR 24 million; that are overdue for more than one year, against which management has not recognized any allowance for expected credit losses. Management was unable to provide us with adequate information to ensure the recoverability of those trade receivables balances. Had we been provided adequate information, matters might have come to our attention indicating that adjustments might be necessary to the interim condensed consolidated financial information for and as of the period ended 31 March 2021.• As stated in note 17, the Group received assessments from the General Authority for Zakat and Tax (GAZT), claiming additional Zakat liabilities of SR 199.8 million (31 December 2020: SR 201.9 million) in respect of the assessment for prior years against which the Group has filed appeals. It is management’s assertion that they have grounds to contest against items included in the assessments raised by GAZT, that the outcome of the appeals is uncertain at this stage and, therefore, it is not possible to determine the potential Zakat provision. No provision has been made in these consolidated financial statements for the items under appeal and for any potential exposure relating to open years not yet assessed by GAZT. We have not been provided details or basis of certain appeals, including details of zakat computation in respect of certain open years for the Company and of the certain subsidiaries. Had we been able to complete our review of zakat assessments, matters might have come to our attention indicating that adjustments might be necessary to the interim condensed consolidated financial information for and as of the period ended 31 March 2021.Material Uncertainty Related to Going ConcernWe draw attention to Note 2.5 in the interim condensed consolidated financial statements which states that the Group incurred a net loss of SR 35.86 million during the three-month period ended 31 March 2021 and, as of that date, the Group’s current liabilities exceeded its current assets by SR 67.76 million. These events or conditions, along with other matters, indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.Other MatterThe interim condensed consolidated financial statements of the Group for the three-month period ended 31 March 2020 were reviewed by another auditor who expressed a modified review conclusion on those financial statements on 17 June 2020.Qualified ConclusionExcept for the adjustments to the interim condensed consolidated financial information that we might have become aware of had it not been for the situation described above, based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial information does not present fairly, in all material respects, the financial position of the Group as at 31 March 2021, and of its financial performance and its cash flows for the three-month period then ended in accordance with IAS 34, as endorsed in the Kingdom of Saudi Arabia. |
Reclassification of Comparison Items | N/A |
Additional Information | In line with IAS 33 Earnings per share, loss per share for the period ended 31 March 2021 and for the period ended 31 March 2020 were calculated by dividing the loss from main operations and net loss for each period by weighted average number of shares outstanding during the period.The Company’s accumulated losses as at March 31, 2021 reached SR 98.3 million (SR 62,4 million as at December 31, 2020) whereby amounting to 27,26% of it’s share capital as at period ended March 31, 2021 (17.31% as at year ended December 31, 2020). The Company is process of applying procedures and instructions related to listed companies with accumulated losses reaching 20% or more of their share capital issued by the Capital Market Authority of the Kingdom of Saudi Arabia. |
Saudi Cable Company announces its success in passing qualification of system type test of the High Voltage cable & its Re accredited by National Grid.
ELEMENT LIST | EXPLANATION |
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Announcement Detail | Saudi Cable Company is pleased to announce the successful qualification of system type test of the High Voltage cable 132 kV, 2500 mm²; according to the latest International Standards, (International Electro technical Commission standards, )IEC 60840: 2020(), which confirms with all the standards and the technical specifications required by National Grid SA.The High Voltage cable system was tested at the leading International laboratories of CESI Group in Germany; under direct supervision of the Belgian company SGS as a third party. CESI Group is one of the world leading laboratories and accredited for the inspection, testing and certification of the electrical products. With this newly accomplishment, Saudi Cable Company has been Re qualified and Re accredited by National Grid SA as one of the qualified plants for the production, manufacture and supply of High Voltage Cable for the power projects of National Grid SA.This achievement has been realized as result of group efforts of specialized experts, including technicians and engineers working in the field of manufacturing, with support and direct supervision of the Company’s Executive management. This accomplishment will open new Commercial avenues and improving the development of the existing High Voltage Cable business for the company inside and outside the Kingdom of Saudi Arabia. |
Saudi Cable Company announces of a transaction for purchasing assets amount of 200 Million Saudi Riyal for the purpose of reselling them to finance the working capital of the Company.
ELEMENT LIST | EXPLANATION |
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Transaction Details | Al-Nawasi Gulf Trading Company sold new cars; value of 200 million Saudi Riyals to Saudi Cable Company on credit according to the models and quantities listed in the contract and in accordance with the quotation attached with it, and be added an increase of 5% per year and shall be delivered within 25 working days from the date of signing the contract against an advance payment of12% of the total value, of it 3% payable upon signature, and half of 9% payable upon receiving half of the cars’ value and the rest is after receiving the remaining amount of the cars and the duration of this contract is 60 months. |
Transaction Value | 200 Million Saudi Riyal |
Transaction Terms | 1. A contract to purchase cars on credit at an amount of 200 million Saudi Riyal. 2. Payable on annual installments for a period of 5 years, at an increase of 5%. |
Parties of the Transaction | 1. Nawasi Gulf Trading Company (Seller). 2. Saudi Cable Company (Buyer). |
Transaction Funding Method | On credit |
Transaction Execution Date | 2021-05-04 Corresponding to 1442-09-22 |
Description of the Business of the Asset forming the Subject Matter of the Transaction | Cars – Assets Retained for the purpose of resale. |
Financial Statements for the Last Three Years of the Asset forming the Subject Matter of the Transaction | Not applicable |
Transaction reasons | To finance the working capital |
Expected Impact of the Transaction on the Company and Its Operations | The company will use the cash flows obtained from the resale of the assets in order to finance the working capital, which will result into an increase of the operations activity of the Company by increasing working capital turnover. |
Related Parties | Not applicable |
Additional Information | Saudi Cable Company will resell these assets within a short period for the purpose of using the cash flows obtained from the resale in order to finance the working capital. |