Matouk Bassiouny & Hennawy advises Al Baraka Bank Egypt on its mandatory tender offer for Al Tawfeek

Matouk Bassiouny & Hennawy (“MBH”) advised Al Baraka Bank Egypt S.A.E. on its mandatory tender offer to acquire up to 90% of the shares of Egyptian Exchange-listed Al Tawfeek Leasing Company – A.T. Lease S.A.E., subject to a minimum acceptance threshold of 51%. The offer was structured entirely as a share swap, with no cash alternative.

The mandatory tender offer was approved by the Financial Regulatory Authority and ran on the Egyptian Exchange from 19 August 2026 until the close of trading on 16 September 2026, for a period of twenty working days. Under the terms of the offer, shareholders received 0.1919 newly issued Al Baraka Bank Egypt shares for each A.T. Lease share tendered, based on independent fair values of EGP 26.00 per Al Baraka Bank Egypt share and EGP 4.988 per A.T. Lease share. The Central Bank of Egypt approved the acquisition, which was implemented through a share swap and marked the first capital increase by an Egyptian bank through a share swap.

Approximately 273.72 million A.T. Lease shares were tendered by the close of the offer period, with settlement to be completed on the Egyptian Exchange within five working days thereafter.

The transaction involved a regulated bank capital increase, a share swap mandatory tender offer and related-party considerations within the Al Baraka group and further strengthens Al Baraka Bank Egypt’s position in the financial leasing sector.

MBH advised Al Baraka Bank Egypt on all capital markets aspects of the transaction, including the structuring and implementation of the mandatory tender offer, the share swap and the ongoing related capital increase. The team advised on the applicable regulatory and Egyptian Exchange requirements, the offer documentation and procedures, and the upcoming Procedures related to the  issuance and listing of the new Al Baraka Bank Egypt capital increase shares in connection with the transaction.

Al Tawfeek Leasing Company – A.T. Lease S.A.E. is a financial leasing company listed on the Egyptian Exchange and a member of the Al Baraka Group. Al Baraka Bank Egypt S.A.E. is an Egyptian Islamic bank and a subsidiary of Al Baraka Group.

The MBH team was led by Mohamed Abdelfattah, Partner and Head of Capital Markets, and included Mohamed Galal, Counsel, and Khaled Abdelwahab,Senior Associate.

For more information, please visit Matouk Bassiouny & Hennawy or contact [email protected].