"Beltone Promotion" adviser to divide "Orascom Holding" into two companies "for financial services" and "miscellaneous investments"

"Beltone Promotion" adviser to divide "Orascom Holding" into two companies "for financial services" and "miscellaneous investments"

 Inauguration of “Orascom Financial Services” to include under its umbrella “Beltone” and “Tharwa” .. The completion of the division and restructuring process next November .. “Beltone for Promotion” financial advisor and “Maatouq and Bassiouni Law Firm” legal adviser to restructure the holding company

 The board of directors of Orascom Investment Holding decided to divide the company according to the method of horizontal division according to the book value into two companies, the first specialized in various investments and the second in non-banking financial services.
Sources familiar with the sharing process revealed that the Beltone Financial Holding Company “Beltone Promotion” will play the role of financial advisor in what will be the office of Matouq, Bassiouni and Law Firm, the legal advisor for the structure and division process, and that the division process is scheduled to be completed during the month of November.
The sources added to Al Borsa newspaper that the process is based on preserving the market value of all companies, whether holding or subsidiaries, and that the current market value of Orascom's shares in Beltone Financial Holding and Tharwa Capital exceeds 2 billion pounds, which is equivalent to the same market value of the parent company with all its investments in about 9 companies
The sources denied that there is an intention to pool the shares at the present time for the divided companies to increase the nominal value of the shares. She stressed that there is no agreement at the present time to form the board of directors of the divided company, Orascom Holding for Financial Investments.
She suggested that after the division process and the return of trading on the stock, he will be considered a reflector of the shares of “Beltone” and “Tharwa”, and he can reach its real value, in addition to reorganizing the company and its investments in the financial services sector.
The company clarified in a statement that Orascom Investment - the divided company - will maintain its license that includes "participation in establishing all joint stock companies or recommending shares that issue securities or increasing their capital", provided that the source capital is reduced by reducing the nominal value of its shares from 42 P.T 1 to 11, for the same number of shares. She pointed out that the division results in the establishment of a new company in the name of Orascom Financial Holding - unless it is changed later - in the form of an Egyptian joint stock company and its purpose is to participate in the establishment of companies that issue securities or increase their capital, which operates in the areas of non-banking financial activities.
The company indicated that it will include under its umbrella the company's contribution in the areas of financial activities, especially the companies "Beltone" and "Tharwa Capital", in addition to a current account payable to Orascom Investment Company from Viktor Investment Company, and the nominal value of the share of the new company will become 31 piasters according to the division process .
Orascom Investments will maintain its investments in its subsidiary and sister companies, which are engaged in various investment activities, of which there are 9 companies.
The companies resulting from the division will be owned by the same shareholders of Orascom Investment Holding Company at the date of implementing the division and with the same ownership ratios for each shareholder before the implementation of the division process. The main shareholders ’shares, including the percentage of shares represented in international deposit certificates, as well as the percentage of free shares in the divided and divided company will remain as they are .
The Board of Directors recommended the extraordinary general assembly to adopt the reasons for division, which was that the financial leverage is unique to financial services companies, which may mislead investors or analysts about their evaluation of the holding company.
In addition to giving a good opportunity for investors to invest in or out of the sectors they want, and the possibility of attracting more investments from inside and outside Egypt to the divided and divided company.
The Board approved the draft division and recommending approval of it to the extraordinary general assembly, so that the par value of the divided company share is 11 piasters, and the par value of the divided company share is 31 piasters for the same number of shares. The board also decided to recommend to the extraordinary general assembly to agree to continue listing the shares of the divided company after reducing its issued capital and listing the shares of the divided company on the Egyptian Stock Exchange immediately after the division.
And also the recommendation to the extraordinary general assembly to agree to take legal measures and obtain a no-objection from the Egyptian Financial Supervisory Authority and the Egyptian Stock Exchange to issue a program of international certificates of deposit for the divided company after its establishment and any procedures related to the international certificates of deposit of the divided company in light of the division procedures so that the proportion of shares represented In international deposit certificates of 56.1723% in the capital of Orascom Investment Holding, as it is in the divided and divided company, given that the division is an extension of the division.
The company agreed to recommend to the extraordinary general assembly to agree to restructure the subsidiaries and sister companies of both the divided and divided company according to what is presented to the board so that the affiliation of 9 companies working in various investment magazines affiliated with the division remains and turns the dependency of Beltone Financial Holding and Fortune Capital Holding for financial investment into The divided company, and authorizing the chairman to finish the transfer of ownership procedures.
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