Logos of Walaa Insurance and SABB Takaful
SABB Takaful Co. announced today, Aug. 17, the board of directors’ circular publication regarding the merger with Walaa Cooperative Insurance Co.
The circular was prepared as per the requirements of Article 39 of the merger and acquisition regulations issued by the Capital Market Authority (CMA), which includes SABB Takaful’s board’s opinion of the offer given to the shareholders of SABB Takaful on the merger.
In addition, independent advice was provided to the SABB Takaful’s board by Saudi Fransi Capital, which was appointed as the financial advisor to the merger transaction.
Walaa announced, on Aug. 15, publishing the shareholders’ circular and the offer document for the shareholders of SABB Takaful, along with the merger timeline.
The CMA approved, on Aug. 10, the request from Walaa Insurance to increase its capital from SAR 646.39 million to SAR 850.58 million by issuing 20.42 million ordinary shares.
The capital increase is to merge SABB Takaful into Walaa Insurance and transfer all of SABB Takaful’s assets and liabilities to Walaa through a share swap transaction.
Walaa Insurance signed a binding merger agreement with SABB Takaful on Feb. 24, reflecting the agreement of both companies to merge through a share swap transaction.
Walaa will issue 0.6 nominal shares against each issued share in SABB Takaful for the benefit of eligible shareholders.
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Merger Details |
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Method of Merger |
By merging SABB Takaful with Walaa and transferring all SABB Takaful’s assets and liabilities to Walaa. |
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Merger Value |
If the merger will be approved, Walaa will increase its share capital by issuing 20.42 new ordinary shares with a nominal value of SAR 10 per share to SABB Takaful’s entitled shareholders based on the exchange ratio. The value of Walaa’s share capital will accordingly become SAR 850.58, divided into 85.06 nominal shares. |
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Nominal Value |
SAR 10 per share |
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Equity Compensation |
Issuance of 0.6 shares of Walaa against one share in SABB Takaful |
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Capital of Merged Entity |
SAR 850.58 mln |
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Ownership of Walaa Shareholders Upon Merger Completion |
75.99% |
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Ownership of SABB Takaful Shareholders Upon Merger Completion |
24.01% |
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