Arab Finance: Orascom Construction said its shareholders have approved a series of special resolutions related to the acquisition of the entire share capital of its wholly owned subsidiary OCI N.V. (OCI), as part of a transaction that will result in OCI being merged into the company, as per an emailed press release.

The consideration for the transaction will be settled through the issuance and allotment of 0.4634 new shares in Orascom Construction to OCI for every 1 share, based on a nominal value of one $1 per share and a share issuance premium of $12.79 per share.

Shareholders also approved an increase in the company’s share capital from $110.243 million to $207.445 million through the issuance of 97.20 million new shares, each with a nominal value of $1 and an issuance premium of $12.79 per share.

In addition, the board was authorized to allot the new shares to OCI, distribute them to its shareholders, and disapply any pre-emption rights related to the issuance.

The resolutions further authorize the board, or any person delegated by it, to take all necessary actions to implement the transaction, including issuing and allotting the new shares, applying for their listing on the Abu Dhabi Securities Exchange (ADX), and coordinating with relevant regulatory and governmental authorities inside and outside the UAE, including the Abu Dhabi Global Market (ADGM), the Egyptian Financial Regulatory Authority (FRA), Misr for Central Clearing, Depository and Registry (MCDR), and the Egyptian Exchange (EGX).

All resolutions were approved by 98.01% of the votes cast.