Saudi Arabia’s Capital Markets Authority issued a resolution approving The Mediterranean and Gulf Insurance and Reinsurance Co.’s request to increase its capital as part of a proposed merger of Buruj Cooperative Insurance Co. into The Mediterranean and Gulf Insurance and Reinsurance Co. through a securities exchange offer. The capital increase would raise MedGulf’s capital from SAR 1,050,000,000 to SAR 1,381,578,940 through the issuance of 33,157,894 ordinary shares, with Buruj’s assets and liabilities transferred to MedGulf. The approval also covers the proposed offer timetable and the publication of the offer document to Buruj shareholders. MedGulf’s capital increase shareholder circular and the offer document must be published ahead of the respective Extraordinary General Assembly Meetings and include relevant information for shareholders, including risk factors. Completion remains conditional on MedGulf shareholders approving the capital increase and Buruj shareholders accepting the offer at their Extraordinary General Assembly Meetings; if approved, new shares would be issued to eligible Buruj shareholders registered with the Securities Depository Center Company and Buruj’s shares would be delisted from the Saudi Stock Exchange. The authority noted that its approval reflects that legal requirements under the Capital Market Law and its implementing regulations have been met and should not be treated as an endorsement of the merger’s feasibility.
Saudi Arabia Capital Markets Authority 2025-09-22
Saudi Arabia Capital Markets Authority approves MedGulf Insurance capital increase to SAR 1,381,578,940 for Buruj merger via share exchange offer
The Saudi Arabia Capital Markets Authority approved The Mediterranean and Gulf Insurance and Reinsurance Co.'s capital increase for its merger with Buruj Cooperative Insurance Co. via a securities exchange, raising MedGulf’s capital to SAR 1,381,578,940. Approval includes the offer timetable and requires document publication before Extraordinary General Assembly Meetings. Completion depends on shareholder approvals, with new shares for eligible Buruj shareholders and Buruj’s delisting. The authority emphasized its approval confirms legal compliance, not the merger's feasibility.