Orascom Investment Holding (OIH) has approved a restructuring proposal, in which a horizontal demerger will occur, with the proposal to be submitted to its extraordinary general assembly.
The demerger will take place according to the company’s book value, and in accordance with its financial statements for the financial year (FY) ending on 31 December 2019. It will result in the creation of two separate companies, one demerged and one demerging.,
The demerged company, Orascom Investment Holding (OIH), shall remain as the existing company and will maintain all existing investments in its affiliates and sister companies that conduct various investment operations, amounting to nine companies.
This company will continue to maintain its licence as a company incorporated for the purpose of “participating in the incorporation of all joint stock companies and partnerships limited by shares through issuance of financial securities or by way of capital increase.”
OIH will remain listed on the Egyptian Exchange (EGX) upon amending its listing details. This will reflect the capital reduction through decreasing the nominal value from 42 piasters to 11 piasters per share for the same number of shares prior to the demerger.
The demerging company, Orascom Financial Holding (OFH), will “participate in the incorporation of all companies that issue financial securities or in the increase of their capital shares which operate in the field of financial services.”
All investments held by OIH in its affiliates or sister companies that carry out financial services shall be transferred to OFH. This is set to include the company’s shareholding stake in Beltone Financial Holding and Sarwa Capital Holding for Financial Investments.
This will be in addition to the current account due to OIH from Victoire Investment. OFH will be incorporated in light of the demerger, and will have a capital distributed over the same number of shares before the demerger, with a nominal value of 31 piasters per share.
OFH shares will be registered and deposited at Misr for Central Clearing, Depository, and Registry (MCDR) once incorporation procedures are completed. This includes several procedures that are required on the part of OFH, including registration with the commercial registry. It will also be dependent on its receiving the licence to conduct its business activities, and the Financial Regulatory Authority (FRA) announcing that it has no objection to its application for EGX listing and its FRA registration.