Anghami Inc SEC Filings

Anghami Inc director Chiara Marcati has filed an initial statement of beneficial ownership on Form 3. This filing establishes her status as a director of Anghami Inc but does not report any transactions, holdings, or derivative positions, and therefore reflects only her reporting obligation under SEC rules.

Anghami Inc director Stoyanov Gueorgui Saykov filed an initial statement of beneficial ownership on Form 3. This filing identifies him as a director and establishes his reporting status as an insider of the company, even though no specific transactions or holdings are detailed in the data provided.

Anghami Inc. has received a preliminary, non-binding proposal from its controlling shareholder, OSN Streaming Limited, to take the company private by acquiring all ordinary shares it does not already own for $3.39 in cash per share. OSN currently holds about 67% of Anghami’s outstanding ordinary shares and has indicated the transaction would not be subject to a financing condition.

To evaluate this proposal, Anghami’s board appointed three new independent directors and formed a special committee made up solely of these independent, non-OSN-affiliated members. The committee has full authority to review, negotiate or reject the proposal, consider strategic alternatives, and must recommend any transaction before the board and shareholders can approve it. The company emphasizes there is no assurance any definitive offer or transaction will occur and states no action is required from shareholders at this time.

Anghami Inc’s largest shareholder group, including OSN Streaming and related entities, has submitted a preliminary non-binding proposal to acquire all Ordinary Shares they do not already own for $3.39 per share in cash.

The Reporting Persons currently have shared voting and dispositive power over 7,417,345 Ordinary Shares, representing 71.27% of the class. This consists of 6,074,721 Ordinary Shares plus 1,342,624 Ordinary Shares issuable upon exercise of warrants with a strike price of $115 per share. The ownership percentage is calculated against 10,407,432 Ordinary Shares, including 9,064,808 shares outstanding as of December 31, 2025 and the warrant shares held by the Reporting Persons. The proposal is subject to negotiation of definitive agreements and multiple conditions, and either side may modify or withdraw it.

Warner Bros. Discovery, Inc. and Dplay Entertainment Limited filed Amendment No. 2 to their Schedule 13D on Anghami Inc. after OSN Streaming submitted a preliminary non-binding proposal to buy all remaining Anghami ordinary shares for $3.39 per share in cash.

The Reporting Persons beneficially own 7,417,345 ordinary shares, or 71.3% of Anghami, including 6,074,721 shares held by OSN Streaming and 1,342,624 shares underlying warrants exercisable at $115 per share. The ownership percentage is based on 10,407,432 ordinary shares, including 9,064,808 shares outstanding as of December 31, 2025 and the warrant shares. The proposal has no financing condition but remains subject to negotiating definitive agreements and multiple closing conditions, and may be modified or withdrawn.

Anghami Inc. filed Amendment No. 1 to its Form 20-F for the fiscal year ended December 31, 2025. The amendment is filed solely to include revised officer certifications in Exhibits 12.1 and 12.2 from the CEO and CFO under Section 302 of the Sarbanes-Oxley Act.

No financial statements are included, paragraph 3 of the certifications has been omitted, and no other information from the original annual report is changed. The original Form 20-F continues to speak as of its original filing date and should be read together with this amendment.

Anghami Inc director and Chief Executive Officer Habib Elias filed an amended Form 3 to update his ownership records. The amendment corrects his holdings to 248,605 Ordinary Shares, reflecting Anghami’s 1-for-10 reverse stock split that became effective on August 1, 2025.

Anghami Inc., a Cayman Islands-based audio and video streaming company listed on Nasdaq, files its annual Form 20-F describing a high-risk operating profile. The company reports large operating losses of USD 87,373,360 in 2025 and USD 62,139,512 in 2024, with 9,064,808 Ordinary Shares outstanding as of December 31, 2025. Anghami highlights dependence on costly music and video content licenses, including a fixed-fee OSN+ video agreement that pressures margins if subscriber growth lags, and significant exposure to piracy in MENA. Management discloses multiple material weaknesses in internal control over financial reporting, noting that entity-level and IT general control issues remain under remediation despite hiring senior finance staff and implementing a new ERP system. The filing also details emerging risks from AI-generated music, complex global licensing structures, minimum guarantees, and intense competition from global and regional streaming platforms for users, content, and advertising budgets.

Anghami Inc. entered into a new senior unsecured loan agreement with UBC Ventures W.L.L., an affiliate of OSN Streaming Limited. The facility allows Anghami to borrow up to US$20,000,000 in one or more advances, maturing on April 29, 2028, when all principal and accrued or capitalized interest become due.

The loan carries interest at 8% per year plus six‑month Term SOFR, with interest on each advance payable every six months, and Anghami can elect to capitalize interest. Borrowings are limited to general corporate purposes and working capital. The board approved the agreement following a unanimous recommendation from a special committee.