Logos of Al Sagr Cooperative Insurance Co. and Gulf Union Alahlia Cooperative Insurance Co.
The Capital Market Authority (CMA) approved Gulf Union Alahlia Cooperative Insurance Co.'s request to increase its capital from SAR 458.95 million to SAR 620.19 million by issuing 16.12 million ordinary shares, the market regulator said in a statement today, July 26.
The move aims to merge Al Sagr Cooperative Insurance Co. with Gulf Union Alahlia, as well as transfer the former's assets and liabilities to the latter through a share swap deal.
The capital increase shareholders’ circular will be published within sufficient time before Gulf Union Alahlia's extraordinary general meeting (EGM). The circular should include all relevant information that shareholders need to know before making an informed decision when voting on the move.
The CMA also approved the proposed offer timetable and the publication of the offer document by Gulf Union Alahlia to Al Sagr's shareholders to merge the two insurers through a share swap deal.
The offer document of Gulf Union Alahlia will be published to Al Sagr's shareholders within sufficient time before Al Sagr's EGM. The offer document should include all relevant information that shareholders need to know before making an informed decision when voting on the move, including the offer information and risk factors.
If Gulf Union Alahlia's shareholders approve the capital increase, and Al Sagr's accept the offer in their EGMs, the new shares will be issued to Al Sagr’s shareholders who are registered with the Securities Depository Center Co. (Edaa) and Al Sagr's shares will be delisted from the Saudi Exchange (Tadawul).
A voting decision without reading the shareholders’ circular and the offer document carefully may involve high risks. Therefore, shareholders should read them carefully to be able to make a proper voting decision. If the shareholders’ circular and offer document prove difficult to understand, it is recommended to consult an authorized financial advisor.
In March, both companies signed a binding merger agreement, as reported earlier by Argaam.
Both companies will merge through a share swap deal, whereby Gulf Union AlAhlia will issue 1.152 ordinary shares against each issued share in Al Sagr for the benefit of eligible shareholders on the effective date of the deal, transferring the latter’s assets and liabilities to the former with no cash consideration.
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