Samba Bank Limited has received an extension of 90 days for the timeline to make the Public Announcement of Offer (PAO) concerning the proposed acquisition of 84.51% of the bank’s shares and control by Najd Gateway Holding Company. The extension follows ongoing negotiations and discussions between the parties involved in the proposed transaction.
The development was disclosed through a notice submitted to the Securities and Exchange Commission of Pakistan (SECP) and the Pakistan Stock Exchange (PSX) by Arif Habib Limited, which is acting as Manager to the Offer on behalf of Najd Gateway Holding Company, identified as the Acquirer. According to the notice, discussions between the relevant parties remain underway, resulting in the PAO not being made within the original regulatory timeframe.
Under Regulation 7(1) of the Listed Companies (Substantial Acquisition of Voting Shares and Takeovers) Regulations, 2017, the PAO was required to be made within 180 days. The original period was scheduled to expire on August 19, 2026. However, given that negotiations relating to the proposed acquisition are still continuing, the Acquirer has exercised the provision allowing the timeline to be extended by 90 days.
Following the extension, the deadline for making the Public Announcement of Offer in connection with the proposed acquisition has now been moved to November 17, 2026. The extension provides additional time for the parties to continue discussions concerning the proposed transaction before the next regulatory milestone is reached.
The proposed acquisition relates to 852,040,531 ordinary shares of Samba Bank Limited, representing 84.51% of the bank’s total issued and paid-up capital. The transaction would also involve the acquisition of control of the bank by Najd Gateway Holding Company, subject to the applicable regulatory requirements and completion of the relevant acquisition process.
The transaction traces back to the Public Announcement of Intention (PAI) published on February 20, 2026. An Addendum to the PAI was subsequently published on March 5, 2026, setting out further information in relation to the proposed acquisition of Samba Bank shares and control.
The extension comes as the parties continue negotiations and discussions regarding the proposed transaction. The notice issued by Arif Habib Limited indicates that the PAO could not be completed within the initial 180 day period because the discussions remain ongoing. The additional 90 day period therefore allows the Acquirer more time under the applicable takeover regulations to proceed with the next stage of the proposed acquisition.
The proposed transaction represents a significant potential change in the ownership and control structure of Samba Bank Limited, given that the shares subject to the acquisition account for more than four-fifths of the bank’s issued and paid-up capital. The acquisition process remains subject to the applicable regulatory framework governing substantial acquisitions of voting shares and takeovers of listed companies.
With the revised timeline, November 17, 2026 is now the applicable deadline for the Public Announcement of Offer relating to the proposed acquisition. Until then, negotiations between the parties are expected to continue as the transaction progresses through the regulatory and acquisition process.
The extension does not itself complete the acquisition or transfer control of Samba Bank. Rather, it provides an additional 90 day period for the Acquirer to make the required Public Announcement of Offer while discussions surrounding the proposed acquisition remain ongoing. Further developments will depend on the outcome of the negotiations and the subsequent steps required under Pakistan’s takeover regulations.
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