Orascom Construction has reached a formal agreement with OCI Global for a proposed merger that will create a major Abu Dhabi-based infrastructure and investment platform with greater scale, diversification and access to growth opportunities.
The agreement, approved by Orasucol Construct’s Board of Directors and now subject to shareholder approval, will bring together two companies with decades of experience growing high-quality large-scale projects and leading platforms.
Under the agreement, the combined entity will integrate Orasecom’s construction engineering The merger is designed to improve the group’s ability to improve coordination and investment in infrastructure on a large scale, supported by a strong balance sheet and improved financial strength.
Strategic integration strengthens Orascom’s platform
According to the companies, the new platform will be able to move more than US $ 1 billion in Equity for future projects, aimed at risk-adjusted returns and income streams.
The combined organization will operate through three strategic pillars: OraScom Infrastructure, Orascom Infrastructure Development and OraScom. Together, the companies have completed bankruptcy and debt transactions amounting to US $ 891 billion in the last three decades in the global market, the track records of both parties show their ability to create value and build large businesses.
Osama Bishai, Chief Executive Officer and Construction Manager of Orascom, said: “It has been decades, revitalizing shareholder value.”
The board has appointed BDO Chartered Advisors and accountants UAE as the authority to determine the fair value and obtain an exchange rate. According to the Equity value of US $ 1.52 billion for the construction of Orascom and US $ 1.35 billion for OCI, both parties agreed on the exchange rate of construction shares of 0.4634 for OCAScom.
Upon completion, shareholders of the Cairo-Headquartered Company will hold 53 percent of the combined company and OCI shareholders the remaining 47 percent.
The merger will continue with the orderly demerger of OCI’s assets into a new entity, Mergeco, which will be transferred to the orascom structure to include the newly issued shares. These shares will be distributed to OCI Shareholders before OCI is incorporated and listed on Euronext Amsterdam. The heavyweight business, renamed “Orascom”, will remain listed on the ADX and EGX.
Nassef Swiris will serve as chairman of the board of the combined entity, with full boards and senior management appointments to be announced prior to closing.
The regular general meetings of both companies will take place in January 2026, with the distribution of new shares expected in the first half of the first quarter of 2026.
