CMA OKs Salama’s capital hike for merger with Saudi Enaya

05:45 PM (Mecca time) Argaam
Logo ofSalama Cooperative Insurance Co.

Logo of Salama Cooperative Insurance Co.


The Capital Market Authority approved Salama Cooperative Insurance Co.’s request to raise its capital from SAR 300 million to SAR 488.94 million through the issuance of 18.89 million ordinary shares, to merge with Saudi Enaya Cooperative Insurance Co.

 

All of Saudi Enaya’s assets and liabilities will be transferred to Salama via a share swap offer.

 

Salama’s capital increase shareholder circular will be published within sufficient time before the Extraordinary General Assembly meeting, said the regulator. It added that its approval should never be considered as an endorsement of the merger’s feasibility, as it merely means that the legal requirements as per the Capital Market Law and its Implementing Regulations have been met.

 

Salama’s offer document will be published to Saudi Enaya shareholders to merge Saudi Enaya into Salama through securities exchange within sufficient time before the EGM 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 Salam’s shareholders approved the capital increase, and Saudi Enaya shareholders accepted the offer in their EGM, the new shares will be issued to Saudi Enaya shareholders who are registered in the shareholders’ registry at the Securities Depository Center Company and Saudi Enaya shares will be delisted from the Saudi Exchange after Salama shareholders approved the capital increase, and Saudi Enaya shareholders accepted the offer in their EGM.

 

In February, Saudi Enaya and Salama signed a non-binding memorandum of understanding (MoU) to evaluate the feasibility of their potential merger, data compiled by Argaam showed.

 

In June, Saudi Arabia’s General Authority for Competition (GAC) issued a no-objection on the economic concentration process related to the proposed merger between both companies.

 

In August, Salama inked a binding merger agreement with Saudi Enaya under which the latter will merge into Salama, with the transfer of all its rights, obligations, assets, and contracts to Saudi Enaya. In return, Salama will issue 18.89 million ordinary shares in favor of Saudi Enaya’s shareholders.

 

The Insurance Authority (IA) approved on Nov. 16 the merger deal between the two companies.

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