IPO Monitor | Almasar Alshamil: Special Needs & Higher Education Leader Opens IPO - Serving 28,000+ Students Across GCC
Tadawul IPO Index TIPOC.SA | 4223.59 | +0.41% |
Tadawul All Shares Index TASI.SA | 11554.16 | -0.30% |
Almasar Alshamil Education IPO Overview
Almasar Alshamil Education, the leading provider of specialized education in the GCC, is preparing for its Initial Public Offering (IPO) on the Main Market of the Saudi Exchange (Tadawul). The company received approval from the Capital Market Authority (CMA) in September 2025 to offer 30,720,400 ordinary shares, representing 30% of its total share capital.
Key IPO Details
These are existing shares being sold by the current sole shareholder, Amanat Special Education and Care Holdings Ltd., rather than new shares issued by the company. Following the standard IPO structure, the company itself will not receive any proceeds from the offering. Instead, all net proceeds after expenses will go directly to the selling shareholder.
Timeline and Process
The share pricing was determined through a book building process that ran from November 2 to November 6, 2025, during which institutional investors, including investment funds, companies, Qualified Foreign Investors (QFIs), Foreign Strategic Investors (FSIs), and GCC corporate investors participated in establishing the final offer price.
Critical Date: Retail Subscription
The retail subscription period for individual subscribers will begin on Tuesday, November 18, 2025, and will close on Thursday, November 20, 2025 at 2:00 p.m. KSA time. This three-day window represents the opportunity for individual investors to participate in the offering.
Introducing the new IPO feature on Sahm platform: A step-by-step guide to subscribing to the IPO
IPO Summary
| Category | Details |
|---|---|
| Company Name | Almasar Alshamil Education Co. |
| Market | Main Market (TASI) |
| Core Activities | Education |
| Capital | SAR 1.024 Billion |
| Total Shares | 102.40 Million |
| Par Value | SAR 10 per share |
| Issue Percentage | 30% of the Company’s share capital |
| Number of Offered Shares | 30.72 Million |
| Qualified Subscribers | Participating institutions & Retail investors |
| Total Number of Shares Offered to Retail Investors | 9.22 Million shares (30% of the offering size) |
| Minimum Number of Offer Shares to be Applied for by Individual Investors | 10 shares |
| Maximum Number of Offer Shares to be Applied for by Individual Investors | 250,000 shares |
| Minimum Number of Offer Shares to be Applied for by Institutional Investors | 100,000 shares |
| Maximum Number of Offer Shares to be Applied for by Institutional Investors | 5.12 Million shares |
About Almasar Alshamil Education:
Almasar Alshamil Education is the leading provider of specialized education in the GCC, delivering services across two primary sectors: special needs education, care and rehabilitation, and higher education.
In the special needs sector, the Group operates through Human Development Company (HDC) and its subsidiary Human Rehabilitation Company (HRC) in Saudi Arabia, together forming the largest private provider of Special Needs Education and Care (SEC) for children with disabilities in the Kingdom. The operation encompasses 39 daycare centers, 14 private schools, and three clinics, serving more than 7,950 beneficiaries.
In the higher education sector, the Company operates Middlesex University Dubai (MDX Dubai), which currently enrolls more than 6,400 students across two campuses. Additionally, the Group holds an effective 35% interest in NEMA Holding Company, which primarily operates in the higher education sector, serving over 13,500 students across five campuses.
Both sectors are characterized as high-growth and underserved, benefiting from positive structural trends supported by favorable demographics and close alignment with national strategies. The Group's unified approach enables it to manage multiple scalable and capital-light businesses within the education sector under a single cohesive strategy aimed at achieving above-market growth rates while fostering social inclusivity and contributing to broader human capital development in the region.
Financial Performance
The Group has demonstrated a strong financial profile with revenue growing from SAR 181.0 million in 2022 to SAR 437.1 million in 2024, representing a compound annual growth rate (CAGR) of 55%, with underlying growth significantly outpacing overall sector growth. EBITDA increased to SAR 215.6 million in 2024 from SAR 96.7 million in 2022, implying a CAGR of 49%.
Management Commentary
Dr. Shamsheer Vayalil, Chairman of Almasar Alshamil Education, stated: "Today marks a major milestone in Almasar Alshamil Education's journey to expand access to high-quality, specialized education across the region. Our intention to list a 30% stake on the Saudi Exchange reflects the growing strength of our business and the strong demand for inclusive and specialized education services across the GCC. As the largest provider of special education needs in Saudi Arabia and a leading operator in higher education in the UAE, this next chapter will enable us to accelerate our contribution to national development in the region whilst continuing to enhance the lives of future generations and positively influence the communities in which we operate."
Majed Al Mutairi, Chief Executive Officer, added: "Supported by the increased demand for high-quality specialized education in the region coupled with strong macroeconomic tailwinds, Almasar Alshamil Education is uniquely positioned to scale our high-impact education providers across Special Education Needs and Care (SEC) and Higher Education. The IPO will enable us to strengthen our capabilities, expand our geographic reach, and continue to make specialized education more accessible for underserved segments, while creating long-term value for our shareholders."
Investor Groups
The IPO consists of two tranches designed to accommodate different types of investors:
Tranche A: Participating Parties (Institutional Investors)
This tranche includes institutional investors entitled to participate in the book building process, such as investment funds, companies, Qualified Foreign Investors (QFIs), Foreign Strategic Investors (FSIs), GCC corporate investors, and other foreign investors under SWAP agreements. Participating Parties registered in the Kingdom may obtain bid forms from the Bookrunners during the book-building period, while non-registered investors may submit bids by phone or email.
The minimum subscription size for Participating Parties is 100,000 shares, with a maximum of 5,120,065 shares. Initially, all 30,720,400 Offer Shares (100% of the total) will be allocated to this tranche. However, if there is sufficient demand from Individual Subscribers, the allocation to Participating Parties may be reduced to a minimum of 21,504,280 shares (70% of the Offer Shares).
Within this tranche, 9,216,120 shares (30% of the total Offer Shares) will be provisionally allocated to public funds. This allocation may be reduced to a minimum of 6,451,284 shares (21%) if strong demand from Individual Subscribers materializes.
The final allocation of Offer Shares to Participating Parties will be determined by the Company in consultation with the Bookrunners based on demand and market conditions using a discretionary allocation mechanism. It is possible that certain Participating Parties will not be allocated any shares.
Tranche B: Individual Subscribers (Retail Investors)
This tranche is open to Saudi and GCC nationals, non-Saudi residents in the Kingdom or GCC, and other investors with active stock portfolios through a Receiving Agent. Individual Subscribers may subscribe for a minimum of 10 Offer Shares and a maximum of 250,000 Offer Shares.
Subscription applications can be made through the Receiving Agents' branches or their digital channels. All applicants must have an active investment portfolio with a capital market institution affiliated with the relevant Receiving Agent.
Allocation Process
Allocation of Offer Shares to Individual Subscribers is expected to be completed no later than Wednesday, November 26, 2025.
The balance of Offer Shares, if any, will be allocated on a pro-rata basis, based on the number of Offer Shares requested by each Individual Subscriber relative to the total number of Offer Shares requested for subscription. However, if the number of Individual Subscribers exceeds 921,612, the Company does not guarantee the minimum allocation of 10 Offer Shares per Individual Subscriber. In such case, the allocation will be determined at the discretion of the Financial Advisor in coordination with the Company.
Direct Substantial Shareholders and Ownership Percentages held thereby Pre- and Post-Offering
| Pre-Offering | Post-Offering | |||||
|---|---|---|---|---|---|---|
| No. of Shares | Nominal Value (SAR) | Ownership (%) | No. of Shares | Nominal Value (SAR) | Ownership (%) | |
| Amanat Special Education and Care Holdings Ltd | 102,401,332 | 1,024,013,320 | 100% | 71,680,932 | 716,809,320 | 70% |
| Total | 102,401,332 | 1,024,013,320 | 100% | 71,680,932 | 716,809,320 | 70% |
Expected Offering Timetable
| Event | Dates |
|---|---|
| Bidding and Book Building period for Participating Parties | A period of five days, commencing on Sunday, 11/05/1447H (corresponding to 02/11/2025G) until 2:00 p.m. KSA time on Thursday, 15/05/1447H (corresponding to 06/11/2025G). |
| Subscription period for Individual Subscribers | A period of three days, commencing on Tuesday, 27/05/1447H (corresponding to 18/11/2025G) until 2:00 p.m. KSA time on Thursday, 29/05/1447H (corresponding to 20/11/2025G). |
| Deadline for submission of Subscription Application Forms for Participating Parties based on the number of Offer Shares provisionally allocated to each Participating Party | Tuesday, 27/05/1447H (corresponding to 18/11/2025G). |
| Deadline for payment of subscription monies for Participating Parties based on the number of Offer Shares provisionally allocated to each Participating Party | Wednesday, 28/05/1447H (corresponding to 19/11/2025G). |
| Deadline for submission of Subscription Application Forms and payment of subscription monies (for Individual Subscribers) | Thursday, 29/05/1447H (corresponding to 20/11/2025G). |
| Announcement of final allocation of Offer Shares | No later than Wednesday, 05/06/1447H (corresponding to 26/11/2025G). |
| Refund of excess subscription monies (if any) | No later than Tuesday, 11/06/1447H (corresponding to 02/12/2025G). |
| Expected date of commencement of trading on the Exchange | Trading of the Company's shares is expected to commence on the Exchange after fulfillment of all relevant statutory requirements. Commencement of trading will be announced on the Saudi Tadawul website (www.saudiexchange.sa). |
Source: The Company
Note: The above timetable and dates therein are indicative. Actual dates will be communicated through announcements in local daily newspapers published in the Kingdom in Arabic and on the websites of Tadawul (www.saudiexchange.sa), the Financial Advisor (www.alahlicapital.com) and the Company (www.masar education.com).
Introducing the new IPO feature on Sahm platform: A step-by-step guide to subscribing to the IPO
Click to read the full Prospectus
Further updates regarding this IPO will be provided as more information becomes available.