HSBC Bank Oman and Sohar International Bank have entered into a binding merger agreement, under which the two banks agreed to take the necessary steps to implement a merger by incorporation.
The two banks said in separate regulatory announcements that all of HSBC Oman’s assets and liabilities will be transferred to Sohar International Bank.
HSBC Oman will be dissolved as a legal entity upon the completion of the merger and its shares will be canceled, according to the statement.
In its filing to the Capital Market Authority (CMA), HSBC Oman said that “the shareholders of HSBC Oman will be offered consideration valuing HSBC Oman at 1.0x book value, with such consideration consisting of shares of Sohar International with the option for the shareholders of HSBC Oman to elect to receive the consideration in cash, provided that the maximum cash consideration payable by Sohar International to the shareholders of HSBC Oman that elect to receive cash consideration shall not exceed 70 percent of the total consideration payable by Sohar International.”
“The respective book value of each bank shall be calculated at a later date (which is currently expected at the end of the first quarter of 2023) before the banks invite their shareholders to vote on the merger in an extraordinary general meeting,” HSBC Oman added.
The timing of the extraordinary general meetings of each of HBSC Oman and Sohar International will be confirmed at a later date and subject to the publication of further information relating to the merger as required by applicable regulations.
“If both extraordinary general meetings vote in favor of the merger, then the resolutions will be published and the process will follow in line with the requirements of applicable laws and regulations,” as per the statement.
