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Saudi Exchange issuer guidance states that a company seeking admission to the Main Market must meet a minimum market capitalization of SAR 300 million. A financial model can help test the valuation and share-count assumptions behind a possible listing, but it cannot by itself establish regulatory eligibility: the detailed calculation mechanics and measurement date are not set out in the issuer summary.
What does the SAR 300 million requirement mean?
The SAR 300 million figure is the Saudi Exchange’s stated minimum market capitalization for the Main Market. It is not a target for annual revenue, profit, IPO proceeds, or the value of shares offered to the public. Those figures may matter to a company’s valuation or offering plan, but they are not interchangeable with market capitalization.
The Exchange issuer guidance gives the threshold but does not, in the materials cited here, explain the rule-level calculation: for example, the applicable reference date or any permitted adjustments. An issuer should have its Saudi IPO financial adviser confirm the live rule and calculation before using a model as an eligibility assessment.
How can a financial model help?
Use the model to make the assumptions and their consequences visible. It can show how different operating forecasts or valuation assumptions affect an implied equity value, and how a different share count changes the implied per-share value. It should not label a forecast or an assumed valuation as proof that the company satisfies the legal capitalization test.
#1 Best Overall
Separate the inputs and outputs
- State the definition being modeled. Identify the capitalization measure used in the workbook as an assumption, and mark the applicable regulatory definition for adviser confirmation.
- Show shares outstanding and implied equity value separately. Make the share-count assumption and the resulting equity value easy to inspect rather than burying them in a single output.
- Keep unlike measures distinct. Equity value is not enterprise value, revenue, profit, IPO proceeds, or free float. Do not use one as a substitute for another.
- Run scenarios. Use downside, base, and upside cases for the principal valuation assumptions the issuer actually uses. Explain the assumptions behind each case; do not insert an unsupported valuation multiple or imply any scenario guarantees admission.
- Track non-valuation tests separately. Keep operating history, offer percentage, and public-shareholder count as independent checklist items rather than collapsing them into a valuation result.
This is a practical planning approach, not a financial-model template prescribed or endorsed by Saudi Exchange or the Capital Market Authority (CMA).
How do Main Market and Nomu requirements compare?
Saudi Exchange issuer guidance describes separate criteria for the Main Market and Nomu – Parallel Market. The table reflects that issuer guidance and the Exchange’s Nomu overview; it is a high-level comparison, not a substitute for checking the current rules.
Rank #2
| Requirement | Main Market | Nomu – Parallel Market |
|---|---|---|
| Minimum market capitalization | SAR 300 million, according to Saudi Exchange issuer guidance | SAR 50 million, according to Saudi Exchange issuer guidance |
| Operating or financial history | At least three financial years undertaking a main activity under substantially the same management | At least one year of operational and financial performance |
| Offer or public ownership | At least 30% of shares offered | At least 20% of issued shares, or shares worth at least SAR 50 million with at least 10% public ownership of the class |
| Public shareholders | At least 200 | At least 50 |
| Investor access | Main Market | Investment is restricted to qualified investors |
| Transfer from Nomu to Main Market | Not applicable | The Exchange overview describes at least two calendar years since Nomu listing and a SAR 200 million minimum average market capitalization over the preceding twelve months as the capitalization exception to Main Market requirements |
The Exchange FAQ result gives a different Nomu minimum capitalization figure: SAR 10 million, rather than SAR 50 million. The current issuer guidance and Nomu overview used for the comparison above both state SAR 50 million. Because the Exchange materials conflict, verify the live rules with the Exchange and an adviser before relying on the Nomu figure.
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No. Nomu is a separate market route, with its own requirements and qualified-investor restriction. The Exchange describes it as a parallel market with lighter listing requirements, but that does not make it an automatic substitute for Main Market admission. Companies considering a later transfer must also account for the Exchange overview’s stated two-calendar-year period and the conditions for its capitalization exception; satisfying a modeled value alone does not settle whether the transfer criteria are met.
Quick Recap
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What should an issuer verify before relying on a model?
- Confirm the applicable route and live requirements. Check the current Saudi Exchange and CMA rules for the intended market, rather than relying solely on a summary page.
- Ask the financial adviser to confirm the capitalization test. Resolve the relevant calculation definition, measurement date, and any permitted adjustments before presenting the workbook as an eligibility analysis.
- Document model assumptions. Identify the share count, valuation approach, and scenario assumptions, distinguishing estimates from confirmed regulatory criteria.
- Review each admission criterion independently. For the Main Market, the issuer guidance also lists the operating-history, offering-percentage, and public-shareholder tests. A valuation output does not demonstrate that these other conditions are satisfied.
- Reconcile conflicting published summaries. In particular, get confirmation of the current Nomu capitalization requirement where it matters to the issuer’s plans.
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