Al-Ahlia Insurance shareholders approve merger with Gulf Union

03/11/2020 Argaam


Shareholders of Al-Ahlia Insurance Co. approved the merger with Gulf Union Cooperative Insurance Co. during the extraordinary general meeting (EGM) held on Nov. 2, the company said in a bourse statement.

 

Gulf Union will issue 7.95 million new ordinary shares at SAR 10 par value each, to buy all issued shares of Al-Ahlia at a total par value of SAR 79.47 million. 

 

Meanwhile, shareholders also approved the merger terms and conditions, concluded on June 4, 2020, and authorized Al-Ahlia’s board of directors to take any decision necessary in this regard.

 

Al-Ahlia signed, on June 4, a binding merger agreement with Gulf Union to acquire all its shareholders’ issued shares through share swap without any cash payment, Argaam reported.

 

On Oct. 5, shareholders of Gulf Union approved the terms and conditions of the company’s merger deal with Al-Ahlia Insurance Co., signed on June 4.

 

Upon the merger completion, Al-Ahlia shareholders will own 34.63% of Gulf Union, while Gulf Union shareholders will own 65.37% of the company following the capital hike.

 

Both insurers received, on Aug.10, a no-objection letter on their merger deal from the Saudi Arabian Monetary Authority (SAMA).

 

Key Terms of Merger Deal

Capital of Gulf Union 

SAR 150 mln (15 mln shares) 

Capital of Al-Ahlia 

SAR 123 mln (12.3 mln shares) 

Number of shares to be issued by Gulf Union 

7.95 mln 

Swap ratio 

0.646 shares of Gulf Union for each share of Al-Ahlia 

Gulf Union’s new capital 

SAR 229.47 mln (22.95 mln shares) 

Gulf Union’s stake after merger 

65.37% 

Al-Ahlia’s stake after merger 

34.63% 

 

The table below highlights the details of Gulf Union’s capital hike through issuing new shares to Al-Ahlia shareholders:

 

Key Figures of Capital Hike

Current Capital

SAR 150 mln

Number of shares

15 mln

Hike (%)

52.89% (0.646 new shares in Gulf Union for each share of Al-Ahlia)

New Capital

SAR 229.47 mln

New number of shares

22.94 mln

Record date

For Al Ahlia’s shareholders registered upon approving the merger including those registered two days following the EGM date

 

 

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