Aljazira Takaful Taawuni Co. and Solidarity Saudi Takaful Co. obtained the approval of the Saudi Central Bank (SAMA) for merger on Nov. 30, 2020, the insurers said in two separate bourse filings today, Dec. 1. 

 

Both insurers are finalizing other regulatory approvals, a step which will be followed by issuing the merger circular as well as the offer document to be approved by shareholders of both entities, the statement added.

 

The merger deal is subject to the approval of the extraordinary general meetings of both companies.

 

Related updates will be duly revealed, the statement added. 

 

In August, Aljazira Takaful inked a binding merger agreement with Solidarity. The agreement will be implemented via a swap deal whereby Aljazira will issue 12.07 million new shares at SAR 10 each to Solidarity in exchange for all of its issued shares, with no cash payment in return, according to Argaam.

 

Merger Details

 

 

Method

Aljazira Takaful, (the surviving corporation), will assume the integrated net assets and liabilities, of Solidarity, (the merged entity), and hence shares of the latter will be delisted from the bourse after completing the merger agreement.

 

Merger value

Aljazira will issue 12.07 million new shares at SAR 10 each to Solidarity in exchange for all of its issued shares

 

Share par value

SAR 10 a share

 

Swap ratio

A 0.483 share in Aljazira Takaful for 1 share in Solidarity; or 1 share in Aljazira Takaful for 2.07 shares in Solidarity

 

New entity's capital

The new entity will be capitalized at SAR 470.66 million (Aljazira Takaful is currently capitalized at SAR 350 million).

 

New entity's share capital

47.07 million shares (Aljazira Takaful has a share capital of 35 million shares).

 

Ownership of Solidarity's shareholders at merger

25.64%

 

Ownership of Aljazira Takaful's shareholders after concluding the merger agreement

74.36%

 

 

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