Al Baraka Bank Egypt executed the share-swap leg of its mandatory tender offer for Al Tawfeeq Leasing Company. Investors tendered 273.722 million leasing-company shares. The exchange ratio was 0.1919 Al Baraka share for each Al Tawfeeq share. The offer provided no cash alternative.
The transaction followed approval from Egypt's Financial Regulatory Authority and an offer period on the Egyptian Exchange from 19 August to 16 September. The offer sought as much as 90% of Al Tawfeeq, subject to a minimum acceptance threshold of 51%. The bank used new shares issued through a capital increase to fund the exchange.
VALUATIONS SET THE EXCHANGE TERMS
The terms reflected a fair value of EGP26 for each Al Baraka Bank Egypt share and EGP4.988 for each Al Tawfeeq share, according to the offer terms. Those valuations produced the 0.1919 exchange ratio used for tendering shareholders.
Matouk Bassiouny & Hennawy advised Al Baraka Bank Egypt on the offer, which EGX said was executed by share swap only, without a cash option. Following execution, Al Baraka Bank Egypt disclosed to EGX that its stake in Al Tawfeeq had risen to 76.0626%.
INTEGRATION MOVES INTO FOCUS
Al Baraka Bank Egypt held only a minority stake before the offer; most of the tendered shares came from Arab Moltaqa Investments, which owned about 68.4% of Al Tawfeeq and whose board approved the independent fair-value study of the offer. Tendering shareholders receive new Al Baraka Bank Egypt shares rather than cash.
The resulting stake is above the offer's 51% minimum but below its 90% maximum.