Logo of Amana Cooperative Insurance Co.
The Capital Market Authority (CMA) approved today, Dec. 6, the request received from Amana Cooperative Insurance Co. to increase its capital from SAR 130 million to SAR 288.58 million by issuing 15.86 million ordinary shares to merge Saudi Enaya Cooperative Insurance Co. into Amana.
Moreover, Saudi Enaya’s assets and liabilities will be transferred to Amana through a share swap deal, the market regulator said in a statement.
Amana's capital increase shareholder circular will be published within sufficient time before the extraordinary general meeting (EGM). The circular must include all relevant information that shareholders need to know before making an informed decision when voting on the capital increase for the purpose described, including the capital hike and risk factors, said the CMA.
The market regulator added that its decision included the approval on the proposed offer timetable, as well as the approval on the publication of the offer document by Amana to Saudi Enaya's shareholders to implement the merger of the two insurers through a securities exchange offer.
Amana's offer document will be published to Saudi Enaya's shareholders to merge the two companies through securities exchange within sufficient time before the EGM meeting of Saudi Enaya. The offer document must include all relevant information that the shareholders need to know before making an informed decision when voting on the offer, including the offer information and risk factors.
If Amana's shareholders approve the capital increase, and Saudi Enaya's shareholders accept the offer in their EGM meetings, the new shares will be issued to Saudi Enaya's shareholders who are registered with the Securities Depository Center Co. (Edaa). In addition, Saudi Enaya's shares will be delisted from the Saudi Exchange (Tadawul) after the merger decision becomes effective.
The CMA also said that a voting decision without reading the shareholders circular and the offer document carefully may involve high risks. Therefore, shareholder should carefully read the circular and the offer document to be able to reach a proper voting decision. If the circular and offer document prove difficult to understand, it is recommended to consult with an authorized financial advisor.
Amana and Saudi Enaya signed a binding merger agreement on April 29, Argaam earlier reported.
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