JS Bank to Acquire Stake in BankIslami Through Share Swap Agreeemnt

JS Bank has decided to acquire shares in BankIslami through a shares swap agreement with JS Global Limited and JS Investments Limited.

According to the stock filing, the public offer shall be made in exchange for a maximum of 59.56 percent shares of JS Investments Limited and a maximum of 67.90 percent ordinary shares of IS Global Capital Limited (in combination) currently held by the JS Bank as required and permissible under the regulations, the stock filing stated.

The public offer is to be made for a minimum of 24.88 percent ordinary shares of BankIslami to all public shareholders of the bank, it further stated. The decision was taken in the recently held meeting of the board of directors in light of a due diligence exercise.

The successful due diligence exercise and acceptable valuations are carried out by an independent valuer. Accordingly, around 42.45 percent of ordinary voting shares and control of Banklslami Pakistan Limited (BIPL), an associated entity may be acquired from existing sponsors and other shareholders of BIPL (including but not limited to, Jahangir Siddiqui & Co Limited, the holding company of the Bank) through agreements and a public offer for a minimum 24.88 percent ordinary shares of BankIslami.

That 470,603,772 shares of BankIslami to be acquired from the sponsors and other shareholders of BankIslami (including but not limited to, Jahangir Siddiqui & Co Limited, the holding company of the Bank) through agreements be acquired against the issuance of 532,629,349 new shares of the bank to be issued to them by way of other than rights and other than cash.

The proposed further investment in shares of BankIslami (being an associated entity of JS Bank) and the proposed divestment of the banks holding in JS Investment and JS Global (as consideration for the public offer portion) remains subject to the approval of the shareholders of the JS Bank by way of special majority in accordance with the provisions of Sections 199, Section 83(1)(b) and Section 183(3) of the Act, as well as subject to all other regulatory approvals of SECP, SBP, and CCP.

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