Cairo – Mubasher: The board of directors of Orascom Investment Holding Company headed by Naguib Sawiris, Chairman and Managing Director, decided to approve the recommendation to divide the company according to the horizontal division method so that Orascom remains the divided company and reduce its issued capital by reducing the nominal value of its shares.
The company said in a statement to the Egyptian Stock Exchange today, Monday, that the divided company will specialize in carrying out various investment activities, and it will keep its license as a company whose purpose is to participate in establishing joint stock companies or recommend shares that issue financial papers or increase its capital.
The company added that the division results in the establishment of a new company in the name of Orascom Financial Holding, whose purpose is to participate in founding companies that issue securities or to increase their capital and that operate in the areas of non-banking financial activities.
She continued: “The companies resulting from the division should be owned by the same shareholders of Orascom Company at the date of implementing the division and with the same ownership for each shareholder before the division process is executed. The major shareholders’ percentages, including the percentage of shares represented in international certificates of deposit as well as the percentage of shares, will be free to trade in the divided company. The company is divided as is.
The council approved the reasons for division, which include giving a good opportunity for investors to invest in or out of the sectors they want, and the possibility of attracting more investments from inside and outside Egypt to the divided and divided company.
The reasons for the division also include providing more opportunities for the divided and divided company to grow and participate in new investments, and improving the financial position of the divided company by distributing the assets and liabilities of the company according to the scope of the subsidiary’s activities.
The Board agreed to recommend the division of assets, liabilities and property rights between the divided company and the company divided according to the terms and conditions of the detailed division project and the report of the auditor’s opinion thereon, provided that the final evaluation report is presented upon its arrival from the Economic Performance Sector in the General Authority for Investment and Free Zones to the nearest unusual association.
The Board approved the draft division and recommending approval of it to the extraordinary general assembly, so that the nominal value of the share divided by the company would be 11 piasters, and the nominal value of the divided company’s share would be 31 piasters for the same number of shares.
The Board also recommended agreeing to continue listing the shares of the divided company after reducing the issued capital and listing the shares of the divided company on the Egyptian Stock Exchange immediately after the division.
The Board recommended that legal measures be taken and obtaining a no-objection from the Egyptian Financial Supervisory Authority and the Egyptian Stock Exchange to issue a program of international certificates of deposit for the divided company after its establishment and any procedures related to the international certificates of deposit of the divided company in light of the division procedures, so that the percentage of shares represented in international deposit certificates remains 56.17 Percentage in the capital of Orascom Investment Holding Company as it is in the divided company and the divided company, given that the divided company is an extension of the divided company.
The Board also recommended restructuring the subsidiary and sister companies of both the divided company and the divided company according to what is presented to the board so that it remains a subsidiary of companies operating in various investment fields of the divided company, and the subsidiary of Beltone Financial Holding Company and Tharwa Capital Holding Company for Financial Investments is transferred to the divided company, And authorize the president of the council to end the transfer of ownership procedures.
The Board agreed to adopt the disclosure report in accordance with the text of Article 48 of the registration and deletion rules on the Egyptian Stock Exchange for the purpose of inviting the extraordinary general assembly to consider approving the division based on the detailed division project and the auditor’s report on it, provided that the final evaluation report is presented upon its receipt from the Authority’s economic performance sector The General Investment and Free Zones has the following nearest extraordinary general assembly.
The Board agreed to authorize the Chairman of the Board of Directors to make any amendments required from the Financial Supervisory Authority regarding the approval of the disclosure report prepared in accordance with the text of Article 48 of the rules for listing and writing off securities on the Egyptian Stock Exchange.
The board agreed to invite the extraordinary general assembly of the company to convene and authorize the chairman to call for this meeting and set the agenda, after the Financial Supervision Authority approved the disclosure report and published it on the Egyptian Stock Exchange announcements screen.
Orascom Investment Holding achieved profits during the first quarter of 2020, amounting to 51.63 million pounds during the first three months of 2020, compared to losses of 78.86 million pounds in the comparative period of last year, taking into account minority rights.
During the period, the company’s operating revenues reached 272.17 million pounds, compared to 322.27 million pounds in the comparative period of last year.
On the independent business level, the company’s profits during the period amounted to 45.27 million pounds, compared to losses of 129.57 million pounds in the first quarter of last year.
Orascom Investment turns to profitability in the first quarter of 2020