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Alkhaleej Training, GFH Bank extend non-binding MoU for merger

Alkhaleej Training, GFH Bank extend non-binding MoU for merger
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Riyadh – Mubasher: Alkhaleej Training and Education Company has announced a 180-day extension to its non-binding memorandum of understanding (MoU) with GFH Financial Group regarding the proposed merger of their respective educational assets.

The extension, which runs through December 2026, is intended to facilitate the completion of comprehensive due diligence and final negotiations for the creation of a new consolidated educational entity.

The announcement, released on the Saudi Exchange (Tadawul), serves as an update to the initial agreement disclosed on 18 January.

The core of the proposed transaction involves a significant consolidation of educational infrastructure. Al Khaleej Training and Education is seeking to merge its portfolio of 13 schools with the educational assets held by GFH Bank, which include 10 schools and one university.

The parties intend to execute this merger through a 100 percent in-kind share swap, leading to the establishment of a new corporate entity.

The extension period is set for 180 days, effective from the expiry of the initial term on June 18, 2026, and will remain valid until 17 December 2026.

According to the company, all previous terms and conditions outlined in the original MoU remain in force. This additional time is required to finalize the intricate valuation and due diligence processes necessary for a transaction of this scale.

The due diligence phase involves a multidisciplinary review conducted by independent advisors appointed by both Al Khaleej Training and GFH Bank.

These assessments cover structural, financial, tax, and legal frameworks to ensure a transparent and equitable valuation of the assets involved.

By extending the MoU, both parties aim to complete these technical evaluations and proceed with final negotiations regarding the governance and financial structure of the new entity.

In its disclosure, Al Khaleej Training also noted a formal change in the name of the counterparty. The entity formerly known as GFH Financial Group has officially updated its name to GFH Bank. The company clarified that this change is strictly a matter of nomenclature and does not result in any modifications to the nature, objectives, or legal obligations associated with the existing memorandum.

Regarding the financial implications of the extension, Al Khaleej Training and Education confirmed that there are no immediate costs associated with the delay.

Furthermore, the company stated that the extension does not currently impact its financial statements. The merger remains subject to the successful completion of due diligence, the reaching of a definitive agreement, and subsequent approvals from relevant regulatory authorities and shareholders.