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OCI NV offer accepted

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Abraaj Group and the Sawiris family did not vote

Orascom Construction Industries Logo( Photo - Public Domain)

Orascom Construction Industries Logo( Photo – Public Domain)

Orascom Construction Industries (OCI) announced the results of its ordinary and extraordinary General Meetings on Wednesday.

 In the extraordinary general meeting (EGM) the shareholders approved the purchase offer made by the Dutch unit OCI NV.

The shareholders accepted the financial and technical information provided during the meeting to explain the GDR Exchange Offer, the Share Exchange Offer, and the Cash Alternative launched by OCI NV as detailed by the Company

The EGM deliberated the financial and technical details of OCI NV’s offer to purchase 100% of the stocks listed in the stock market. They discussed the effects of the acquisition on the rights of minority shareholders if they refuse the offer, and the financial status of the two companies if the deal takes place.

 The meeting also discussed the effect of the deal on OCI’s capacity to generate revenues and the structure of the subsidiary companies indicating the ownership before and after the acquisition.

 The shareholders debated the relationship between OCI and OCI NV before and after the transaction and OCI’s commitments towards the sovereign bodies and debtors.

The EGM exposed the legal situation of the Global Depository Receipt (GDR) and the workers’ rights according to the contracts.

Shareholders who hold 83.07% of the company’s shares attended the meeting. Among the attendees were the Sawiris family and the Abraaj Group, who between them hold 59.7% of shares.

Omar Darwazah, Investor Relations Manager at OCI, said that at the request of the Egyptian Financial Supervisory Authority (EFSA), the Sawiris family, the Abraaj Group and shareholders who have agreed to swap into OCI NV have agreed to abstain from voting on resolutions relating to the share exchange offer by OCI NV and the planned mandatory tender offer to holders of ordinary shares.

Minority shareholders in attendance approved all resolutions for both the ordinary and extraordinary general meetings with 99.99% voting favorably and 100 shares voting against, according to the press release issued by the company.

 EFSA said on Sunday that it has addressed OCI’s failure to present documents or requests for approval on the deal, adding that the offer did not include the totality of the company’s shares and did not mention the monetary compensation option for shareholders.

Darwazah stated that “the formal application will be submitted next week, along with all the details pertaining to the deal”.


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