Karachi May 17 2024: Engro Corp shareholders, excluding DH Corp, will receive 2.24407865 DH Corp shares for each Engro Corp share they hold, in exchange for their holding transfer to DH Corp.
The Board of Engro Corporation Limited, in its meeting held on May 17, 2024, approved a Scheme of Arrangement.
The key points of the scheme include DH Corporation Limited (“DH Corp”) will be demerged into two legal entities. All assets, liabilities, and obligations of DH Corp, excluding its investment in Engro Corp shares, will transfer to a new company, DH Partners Limited (“DHPL”). DHPL will issue shares to the existing shareholders of DH Corp in the same proportion as their current holdings in DH Corp.
Following the demerger, as part of the Scheme of Arrangement, shares held by all Engro Corp shareholders (excluding DH Corp) will be transferred to DH Corp. In exchange, these shareholders will receive 2.24407865 DH Corp shares for each Engro Corp share they hold. The swap ratio may be adjusted based on the actual shareholding of Engro Corp and DH Corp at the time of issuance, in accordance with the scheme’s terms. This arrangement will allow the shareholders to maintain their current proportional ownership in Engro Corp indirectly through DH Corp.
As a result of this restructuring, Engro Corp will become a wholly-owned subsidiary of DH Corp, which will be renamed “Engro Holdings Limited.”
This proposed restructuring is subject to corporate and regulatory approvals and the sanctioning of the scheme by the Honorable Islamabad High Court.
