CMA Announces the Approval of The Mediterranean and Gulf Insurance and Reinsurance Co. request to increase its capital to merge Buruj Cooperative Insurance Co. into The Mediterranean and Gulf Insurance and Reinsurance Co. through a securities exchange offer.
The CMA announces the issuance of its resolution approving The Mediterranean and Gulf Insurance and Reinsurance Co. request to increase its capital from SAR1,050,000,000 to SAR 1,381,578,940 by issuing 33,157,894 ordinary shares to merge Buruj Cooperative Insurance Co. into The Mediterranean and Gulf Insurance and Reinsurance Co. and transferring all of Buruj Cooperative Insurance Co. assets and liabilities to The Mediterranean and Gulf Insurance and Reinsurance Co. through a securities exchange offer.
The Mediterranean and Gulf Insurance and Reinsurance Co. capital increase shareholder circular will be published within sufficient time before the Extraordinary General Assembly Meeting. The shareholder circular must include all relevant information that the shareholders need to know before making an informed decision when voting on the capital increase for the purpose described, including the increase in capital and risk factors.
The CMA resolution included the approval of the proposed offer timetable, as well as the approval of the publication of the offer document by The Mediterranean and Gulf Insurance and Reinsurance Co. to Buruj Cooperative Insurance Co. shareholders to merge Buruj Cooperative Insurance Co. into The Mediterranean and Gulf Insurance and Reinsurance Co. through a securities exchange offer.
The offer document of The Mediterranean and Gulf Insurance and Reinsurance Co. will be published to Buruj Cooperative Insurance Co. shareholders to merge Buruj Cooperative Insurance Co. into The Mediterranean and Gulf Insurance and Reinsurance Co. through securities exchange within sufficient time before the Extraordinary General Assembly Meeting of Buruj Cooperative Insurance Co. 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 the shareholders of The Mediterranean and Gulf Insurance and Reinsurance Co. approved the capital increase, and the shareholders of Buruj Cooperative Insurance Co. accepted the offer in their Extraordinary General Assembly Meetings, the new shares will be issued to Buruj Cooperative Insurance Co. shareholders who are registered in the shareholders’ registry at the Securities Depository Center Company and the shares of Buruj Cooperative Insurance Co. will be delisted from the Saudi Stock Exchange after the shareholders of The Mediterranean and Gulf Insurance and Reinsurance Co. approved the capital increase, and the shareholders of Buruj Cooperative Insurance Co. accepted the offer in their Extraordinary General Assembly Meetings.
A voting decision without reading the shareholders circular and the offer document carefully reviewing its content may involve high risks. Therefore, the shareholder should carefully read the shareholders circular and the offer document to be able to reach a proper voting decision. If the shareholders circular and offer document prove difficult to understand, it is recommended to consult with an authorized financial advisor.
The CMA’s approval should never be considered as an endorsement of the merger’s feasibility. The CMA's approval of the application merely means that the legal requirements as per the Capital Market Law and its Implementing Regulations have been met.