The Sawiris family's Orascom Financial Holding (EGX:OFH) has received an acquisition offer for up to 90 percent of its shares by investment management firm B Investments, according to a bourse filing on Sunday.
The acquisition is proposed through a mandatory tender offer (MTO) via a share swap.
MTOs are required for the acquisition of 30 percent (or more) of a company at a certain price. A share swap is an agreement between two companies where they exchange shares in each other's companies.
Share swap ratio
The agreed-upon share swap ratio amounts to one share of B Investments for 56.76 shares of OFH.
B Investments has a total capital share of over 160 million. OFH's total shares, excluding treasury shares, are 4.7 billion.
The stocks of OFH and B Investments closed on Thursday at a value of EGP 0.24 and EGP 20.41, respectively.
Deal finalization
B Investments' board approved authorizing its chairman or managing director to submit relevant documents for the offer to regulatory bodies.
The board also approved signing an agreement with OFH's main shareholder "outlining the general framework for executing the acquisition, and under this agreement, the main shareholder will be required to accept the offer from the potential purchaser."
The main shareholder in OFH (51.6 percent) is OTMT Acquisition company, which was established in Luxembourg by the Sawiris family. The largest shareholders in B Investments are UAE's RIMCO Investments (10.6 percent), Samih Onsi Sawiris (9.2 percent), European Investment Bank (6.5 percent) and Saudi Rolaco EGB Investment (5.2 percent).
The three billionaire Sawiris brothers – Naguib, Nassef and Samih – are among Egypt’s wealthiest businessmen. Their father, Onsi Sawiris, who passed away in June 2021, built the family’s fortune by founding the Orascom conglomerate in 1950. The conglomerate’s activities span the construction, tourism, telecommunications, technology and industrial sectors.
The number of mergers and acquisitions in Egypt decelerated to 115 in the second half of 2022, valued at $4.2 billion, compared to 126 deals worth $4.3 billion in the corresponding half of 2021, said a recent report by global law firm Baker McKenzie.
