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Arabtec Asserts it Complied by SCA Rules

ABU DHABI — Arabtec Holding PJSC has claimed that it has fully complied by the disclosure regulations of the Securities & Commodities Authority (SCA) while dealing with the proposal from Aabar Investments PJSC to acquire its shares.

The company on Tuesday issued a statement giving its versions on the sequence of developments that culminated in Aabar Investments making a formal announcements on its investment proposal on Thursday last. Arabtech asserted that it acted in accordance with SCA’s rule (3) of 2000 that addresses disclosures and transparency matters in dealing with the proposal from Aabar Investments PJSC to acquire its shares.

“There were some media reports saying that share trading might be subject to an inquiry and Mr. Riad Kamal (the company head) welcomed such an enquiry in his telephone interview with Sama Dubai TV in the past few days and today’s Arabtec press release was confirming that Arabtec has complied with SCA regulations concerning disclosure,’’ a company spokesman said in response to a question from Khaleej Times on the context of issuing such a statement.

According to the Arabtech the sequence of development was like this: “On December, 29, 2009 Arabtec received a request from the Dubai Financial Market (DFM) to confirm or deny the news article posted on Bloomberg web site that stated that there are rumors in the market that Aabar Investments intends to acquire shares in Arabtec. The company responded to the request from DFM on the same day and denied that it had been contacted by Aabar regarding this matter.’’

“On January 4, the first meeting was held between Arabtec and Aabar to discuss an investment proposal from Aabar. Immediately after the meeting, Arabtec informed SCA of the discussions that took place and the need to maintain confidentiality regarding these discussions as required by SCA rule 35.’’

The rule states “it shall be permissible for the entity or company not to issue a press announcement regarding any given information or matters which are under negotiation, if its senior management has reasonable grounds to believe that the revealing of such information will inflict serious damage upon its interests, and there has not been, nor will be, any dealing in its shares by members of its board of directors and executive managers and their relatives to the first degree on the basis of the information not announced to the public, provided that the company furnishes to the director of the Market such information and data specifying the persons aware of such information, and, requesting him to consider it confidential until the grounds which gave rise to that no longer subsist,’’ the Arabtec statement disclosed.

“On January 7 Arabtec informed SCA and DFM of the Board of Directors decision on Aabar’s proposal to acquire 70 per cent of the increased share capital of the company through issuing a mandatory convertible bond issued by Arabtec to Aabar of Dh 6.42 to be converted at Dh 2.3 per share, recommending to the shareholders acceptance of such offer. The notice was posted on DFM web site before trading started on January 10, Sunday,’’ the Arabtech 
statement clarified.

· ramavarman@khaleejtimes.com