We hope you had a nice long weekend. Today we have news that Raya has sold its entire stake in Ostool to Ascom + we have news that OCI's board backed Nassef Sawiris' cash offer, clearing a key step toward the company's proposed merger with Orascom Construction.

🔔 EGX30 ended +0.1% by market close at 50,532 points, the EGX70 rose 1.2% to 15,680 points, and the EGX100 increased 0.9% to reach 21,330 points.

💸 The number of transactions reached 173,379 spread across 1,613,754,912 stocks leading to a turnover of EGP 7.645 billion.

🏷️Local investors were the only net buyers. 

📈 Top gainers for the market as a whole included Delta For Printing & Packaging (+20.0%), Osool ESB Securities Brokerage (+20.0%), Rubex International for Plastic and Acrylic Manufacturing (+11.3%)

📉 Top losers for the market included Tycoon Holding (-10.1%), Alexandria New Medical Center (-8.4%), and Catalyst Partners Middle East (-6.5%).

⬆️ Top gainers for EGX30 were Qalaa Holdings (+5.9%), E-finance (+2.2%), and Orascom Construction (+1.4%).

⬇️ Top losers for EGX30 included ADIB (-3.8%), GB Corp (-1.7%), and Emaar Misr (-0.7%).

Other Important Stats: 

🧈 24K Gold reached EGP 6,749 per gram, up 4.0% day-on-day but down 10.5% month-on-month.

💲 The USD reached EGP 49.08 at the National Bank of Egypt.

Raya Holding (RAYA) has completed the transfer of its entire 90% stake in subsidiary Ostool Transport and Logistics to Asec Mining “Ascom” (ASCM), which confirmed the transaction in a parallel EGX disclosure.

Structure and valuation

The deal involved Ascom purchasing 77.94 million shares of the unlisted transport firm from Raya Holding at EGP 8.22 per share, for a total transaction value of EGP 641 million — representing a 30.5% premium over the independently assessed fair value of EGP 6.3 per share determined by Fact Financial Advisory. 

Strategic context

By absorbing Ostool's land transport capabilities, Ascom will bring its logistics operations in-house, a natural fit for a mining company with significant supply chain needs. For Raya, the divestment sheds a contributing revenue stream — Ostool accounted for 4.9% of Raya's revenues in Q1 2026, bringing in EGP 492 million prior to the sale.

Market reaction

Raya ended last Wednesday's session marginally higher, adding 0.3% to close at EGP 7.7, while Ascom edged up 0.2% to EGP 59.2.

Dutch fertilizer company OCI's board has recommended that shareholders accept Nassef Sawiris' EUR 4.10-per-share cash offer through his family office, NNS Holding, moving the company one step closer to completing its proposed merger with Orascom Construction. Yet the recommendation comes despite the merger currently offering shareholders a potentially more valuable exit.

Based on Orascom Construction's closing share price on the Abu Dhabi Securities Exchange (ADX) on June 30, the proposed share swap would be worth roughly EUR 6.08 per share before tax — or EUR 5.16 after Dutch withholding tax — compared with the EUR 4.10 cash bid. That 26% gap helps explain why some minority shareholders have told the court-appointed independent directors they would rather receive Orascom Construction shares than cash out now.

Why the board still backs the bid

The recommendation was made without Nassef and Nadia Sawiris, who recused themselves from the vote, and values OCI at roughly EUR 866.6 million, according to EnterpriseAM. The board argues the cash offer is more attractive after tax because shareholders who tender would avoid the 15% Dutch withholding tax that would apply to most wind-down distributions.

Its financial adviser, Rothschild & Co, estimated an orderly wind-down would return EUR 4.00-4.12 per share before tax in its base case, falling to EUR 3.43-3.53 in a downside scenario, with liquidation potentially taking until 2031 or 2032. In the board's view, the certainty of EUR 4.10 today outweighs the uncertainty of waiting years for a potentially higher payout.

Why the independent directors disagree

The two court-appointed independent directors, installed after a Dutch court found minority shareholders had not been treated fairly under the original merger proposal, stopped short of endorsing the bid. Although their adviser, Axeco, found the price "not unreasonable," they said it was not compelling enough to recommend shareholders tender.

They also argued the original merger structure disadvantaged minority investors by offering no cash alternative, exposing many to Dutch withholding tax, requiring them to receive Orascom Construction shares that some brokerage accounts cannot hold, and allowing Sawiris' controlling stake to effectively determine the outcome. They also criticized OCI's fairness opinion for assessing only the exchange ratio rather than shareholders' ultimate value.

Going forward

The board's recommendation removes one of the final hurdles, with shareholder approval still required. OCI plans to convene an extraordinary general meeting after the Dutch financial markets regulator approves NNS Holding's offer memorandum. If the transaction is not completed by December 31, 2026, the merger agreement will lapse.

Dates to keep an eye out for

July 7:

Delta Insurance - record date for 0.1 bonus shares per original share. The distribution date is July 8.

Housing and Development Bank - record date for 1 bonus share per original share. The distribution date is July 8.

Misr Hotels - record date for 1 bonus share per original share. The distribution date is July 8.

July 15:

Hepco for Commercial Investments and Real Estate Development - record date for 0.8 bonus shares per original share. The distribution date is July 16.

July 29:

GB Corp - distribution date for EGP 0.15 per share. The record date was April 26.

July 30: 

Misr Fertilizers Production - distribution date for EGP 1 per share. The record date was May 3.

Talaat Moustafa Group - distribution date for EGP 0.15 per share. The record date was May 18.