SCHEDULE: Mithaq Capital's Nexxen Stake Rises to 30.3% Post-Buyback

Sentiment:

Beneficial Ownership Amendment


Mithaq Capital SPC and its principals now beneficially own 30.3% of Nexxen International Ltd. ordinary shares following the issuer's share repurchase program.

Better than expectedThe Reporting Persons' percentage ownership increased by 1.48% without any additional capital outlay on their part, effectively increasing their control and potential share of future profits without further investment.

Summary

  • Mithaq Capital SPC, along with Turki Saleh A. Alrajhi and Muhammad Asif Seemab, collectively beneficially own 17,458,711 Ordinary Shares of Nexxen International Ltd.
  • This represents 30.3% of the Issuer's outstanding Ordinary Shares.
  • The Reporting Persons' percentage ownership increased by 1.48% due to Nexxen International Ltd.'s share repurchase program, without any additional share acquisitions by the Reporting Persons.
  • The number of outstanding Ordinary Shares, as reported by the Issuer in a press release dated September 2, 2025, is 57,657,924.
  • The Reporting Persons have not acquired or disposed of any Ordinary Shares or ADSs since the filing of Amendment No. 6.

Sentiment

Score: 7

Explanation: The filing indicates a stronger position for the reporting persons due to an increased ownership stake without further investment, which is a positive development for them. The issuer's buyback also suggests confidence in its own valuation.

Positives

  • The Reporting Persons' percentage ownership of Nexxen International Ltd. increased by 1.48% without any additional investment on their part, due to the Issuer's share buyback.
  • The increased stake to 30.3% strengthens the influence of Mithaq Capital SPC and its principals over the Issuer.

Future Outlook

No forward-looking statements or guidance are provided by the reporting persons in this filing.

Management Comments

  • The Board of Mithaq Capital SPC has exclusive authority concerning purchases, dispositions and voting of Shares reported on this Schedule 13D.
  • Mr. Seemab may share in any profits realized from Mithaq Capital SPC's investment in the shares.

Industry Context

This filing primarily concerns a change in beneficial ownership percentage for a specific entity due to the issuer's share buyback program. It does not provide broader industry trends or competitive analysis. Share buybacks are a common corporate action that can increase shareholder value by reducing the number of outstanding shares, thereby increasing earnings per share and, as seen here, the percentage ownership of existing shareholders.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Clarification of AuthorityThe Board of Directors of Mithaq Capital SPC, consisting of Turki Saleh A. AlRajhi and Muhammad Asif Seemab, has exclusive authority concerning purchases, dispositions, and voting of the reported shares.NAReinforces the control and decision-making power of Mr. AlRajhi and Mr. Seemab over the significant stake in Nexxen International Ltd.

Related Party Transactions

  • Muhammad Asif Seemab may share in any profits realized from Mithaq Capital SPC's investment in Nexxen International Ltd. shares, indicating a financial relationship between a reporting person and the entity holding the shares.

Stakeholder Impact

  • Shareholders (Reporting Persons): Increased percentage ownership and influence without additional investment.
  • Other Shareholders: The issuer's share buyback reduces the total number of outstanding shares, which can increase earnings per share and potentially the value of remaining shares. However, it also increases the concentration of ownership by Mithaq Capital SPC.
  • Management (Nexxen International Ltd.): Increased scrutiny and potential influence from a significant shareholder group.

Key Dates

DateDescription
2021-06-30Original Schedule 13D filed.
2021-09-09Amendment No. 1 to Schedule 13D filed.
2022-07-25Amendment No. 2 to Schedule 13D filed.
2024-02-15Amendment No. 3 to Schedule 13D filed.
2024-10-17Amendment No. 4 to Schedule 13D filed.
2025-01-30Amendment No. 5 to Schedule 13D filed.
2025-05-02Amendment No. 6 to Schedule 13D filed.
2025-08-31Date of event requiring filing of this Amendment No. 7.
2025-09-02Date of Issuer's press release reporting 57,657,924 outstanding Ordinary Shares.
2025-09-05Signature date for Mithaq Capital SPC, Turki Saleh A. AlRajhi, and Muhammad Asif Seemab on the Schedule 13D.

Recommendation

hold

The filing indicates a significant increase in a major shareholder's stake due to a company buyback, which is generally a positive signal for the company's valuation and for the reporting persons. However, it does not provide new operational or financial performance data for Nexxen International Ltd. to warrant a 'buy' or 'sell' recommendation. The increased concentration of ownership could be viewed positively by some investors as a sign of strong conviction, while others might see it as reduced liquidity or increased control by a single entity. Therefore, a 'hold' is appropriate as it confirms the existing investment thesis for those already invested, and for new investors, it highlights a stable, albeit more concentrated, ownership structure.

Keywords

Nexxen International Ltd., Mithaq Capital SPC, Schedule 13D, beneficial ownership, share repurchase, ordinary shares, Turki Saleh A. Alrajhi, Muhammad Asif Seemab, M8T80P204

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