Orascom Construction Industries (OCI) shareholders will vote on 17 May on a proposal to split the firm's construction and fertilisers businesses into two companies, a move designed to make both more competitive, OCI said on Monday.
The long-planned demerger of Egypt's biggest listed company would widen the investor base of the two new entities, make their management more flexible and make their credit profile more attractive to lenders, it said in an emailed statement.
Its request to hold the shareholders' meeting had been approved by Egypt's regulator, while final approval for the capital decrease of the existing company and the issuance of shares in the newly formed second company was still pending.
"This demerger should enhance investor understanding and transparency of the businesses and allows each business to pursue its independent development strategy," the OCI statement said.
OCI's fertilisers business has burgeoned over the last year on increased world demand, while its construction business shrank as the region's political and economic turmoil dampened new investment in infrastructure and other projects.
The revenue of the fertilisers business surged 63 percent in 2011 to $2.38 billion, and its net income nearly doubled to $694.4 million. The fertilisers business accounted for 72 percent of OCI's 2011 net income, OCI said.
OCI said that once final approval was obtained for the demerger, trading of OCI shares on the Egyptian stock exchange would be suspended until the split was completed. It did not say how long it thought the process would take.
Under the proposal, OCI would continue to own the fertilisers business but be renamed OCI Fertilisers, while a new company called Orascom Engineering & Construction would be formed to own the construction businesses.
The assets and liabilities would be distributed between the two companies based on their book value as of Dec. 31, 2011. Investors holding one share in OCI would receive an additional share in the new construction company for free, OCI said.
The shares of both companies would continue to trade on the Egyptian stock exchange, and the new company would be listed on the London Stock Exchange and New York alongside OCI's own depositary receipts.
OCI said in December that it hoped to complete the demerger process by March 31. In October it signed credit facilities worth $1.9 billion to help finance the plan.