UAE shipping company Gulf Navigation Holding (GULFNAV) and oil products storage company Brooge Energy have entered into an agreement finalising GULFNAV’s acquisition of the assets and subsidiaries of Brooge for a total value of AED3.2 billion (US$870 million).
GULFNAV said the transaction reinforces its strategy to become an integrated energy logistics specialist by significantly expanding its storage, terminal, and related infrastructure capabilities.
The acquisition involves a settlement structure comprising cash, newly issued shares, and mandatory convertible bonds (MCBs).
This includes: Issuance of 358.8 million new shares to Brooge at AED1.25 (US$0.34) per share, subject to a one-year lock-up; AED2.336 billion (US$640 million) in MCBs issued to Brooge, convertible at AED1.25 per share; AED500 million (US$140 million) in MCBs exclusively offered to GULFNAV’s existing shareholders at AED1.10 (US$0.30) per share; a cash component of AED460 million (US$130 million).
GULFNAV expects the acquisition will strengthen its market position and boost its operational efficiency and competitive edge. It will also diversify the company’s revenue streams, positioning it to capitalise on future growth opportunities across local and regional markets.
Following the signing of the sale and purchase agreement, both parties will work closely to fulfil the remaining conditions required to complete the transaction, including securing final regulatory approvals, satisfying all contractual and legal completion terms, and executing the necessary corporate actions.
As part of this process, GULFNAV will implement a capital increase, issue new shares to Brooge Energy, and initiate a structured capital raising initiative through the issuance of MCBs. Upon completion, the focus will shift to operational integration to ensure a smooth transition.
All final conditions of the deal are expected to be completed before the end of the third quarter of 2025, subject to customary closing conditions.