Addis Holding announces that the terms of the purchase offer submitted by Innovative Energy have been fulfilled
Riyadh - Addis International Holding Company (“Addis International” or “The Company”) - one of the largest provider of drilling and exploration services in the oil and natural gas sector in the Middle East and North Africa region - announced that the conditions for accepting the purchase offer submitted by Innovative Energy Holding have been fulfilled ( Innovative Energy).
The offer to buy includes the entire issued shares of the company (“Addis Corporation Shares”) that are not already owned by Innovative Energy and other related parties, in accordance with the DIFC Law (the “Purchase Offer” as per its first announcement on 8 March 2021).
Innovative Energy was recently established through a consortium that includes the Saudi Public Investment Fund with 32.5% ownership, Zamil Investment Company, a shareholder in the company, which will own 10% of Innovative Energy, and Addis Investments Holding Company, which owns a majority stake of 57.5% of Innovative Energy. After completing the acquisition of all the shares of Addis International.
Pursuant to the bid issued by Innovative Energy on March 11, 2021 (the “Purchase Offer Document”) which has met all of the conditions, Innovative Energy intends to apply to the UK Financial Conduct Authority to remove the listing of Addis shares from the official list and will also submit an application to the London Stock Exchange. Financial to cancel the trading of Addis shares on the main market of the London Stock Exchange, and it is expected that the cancellation of the listing and the cancellation of the acceptance of trading will take effect within approximately 20 working days, and Innovative Energy intends to make the compulsory acquisition of the remaining shares of Addis pursuant to the provisions of Article 98 of the Companies Law of the DIFC. Unless Innovative Energy receives remaining approvals of the bid to purchase according to the same terms and conditions.
Commenting on the deal, Dr. Mohamed Farouk, CEO of Addis International, expressed his pleasure to accept this offer and enter into a strategic partnership with the Public Investment Fund, one of the largest sovereign wealth funds in the world, especially in light of the fund's belief in the ability of Addis Corporation to achieve sustainable value on the long term.
Dr. Farouk said that the investment of the Public Investment Fund in Addis is a strong testament to the confidence in Addis, and to the company's management success in implementing the strategy it adopts despite the exceptional challenges witnessed in 2020, and also reflects the company's ability to implement long-term growth plans.
He stated that the management adopted a set of strategic goals upon the public offering of Addis shares on the London Stock Exchange during 2017, which is to reach a larger group of investors to increase capital, seize the promising opportunities presented by the market, in addition to expanding the company's business by acquiring drilling platforms and other assets. And renewing it, indicating that over the past four years, the company has been able to implement this strategy, transforming Addis from a local drilling company focused on marine business in Egypt, to a leading company in the region with a large asset base across both the onshore and offshore sectors, affirming its pride in providing the opportunity. For shareholders to benefit from this success through this important step that would greatly enhance the liquidity levels of the company and maximize the return on investment for their shares.
Farouk affirmed that the company will continue to focus on providing high-quality and innovative services to our customers and leveraging its existing asset base to seize new opportunities, taking advantage of the strength of its long-term strategy and its effective approach to the decision-making process.
He pointed out that the company intends to move its headquarters to the Kingdom of Saudi Arabia, within the framework of its comprehensive future vision, noting that it has great flexibility that enables it to study and explore strategic opportunities in terms of financing and attracting capital investments.
For his part, the head of the General Department for Investments in Local Companies in the Fund, Yazid bin Abdulrahman Al-Hamid, said: “We are pleased at the Public Investment Fund to fulfill the terms of the purchase offer in Addis International Holding Company, as this deal contributes to achieving the fund’s goals to become one of the largest sovereign wealth funds in the world And the preferred investment partner, and the deal is in line with the fund’s strategy to build strategic economic partnerships, in addition to localizing technologies and knowledge, by investing in promising companies, adding value to the Saudi market and empowering the private sector. The company is expected to become a leader in the drilling and oil exploration industry in the region. We will act as an enabler for the growth of the company, as we see the strategic importance and high value of this deal. "
For his part, Chief Executive Officer of Zamil Holding Group, Adeeb Al-Zamil, said: “We at Zamil Investment Company are pleased to enter into a strategic partnership with the Public Investment Fund and Addis International Holding. The private sector grows further through the localization of knowledge and the provision of advanced technical solutions in the field of exploration and production, and this contract will enhance the development of an effective company that is an integral part of the value chain in the oil, gas and hydrocarbons sector, and will play a pivotal role in adding enormous value to the Saudi market economically Intellectually, and providing job opportunities for Saudi youth in this vital sector.
Pursuant to the Addis Announcement dated April 12, 2021 regarding the fulfillment of the conditions related to the General Authority for Competition in the Kingdom of Saudi Arabia and the approval of the shareholders of Addis (as explained in the Offer Document), the offer is at a value of US $ 12.50 per share in cash for each ADIS share (the “Offer Price”) It has been accepted, and according to the offer price, the value of the current issued capital (excluding treasury shares) for Addis International is approximately $ 516 million.