Mushrif Trading signs agreements for capital increase and acquisition of assets with Ithmar's Gulf Consortium 2

The two companies have agreed that Gulf Consortium 2 shall subscribe for the entire new shares issued (30,000,000 shares) at a price of 900 Kuwaiti fils per share (a par value of 100 Kuwaiti fils and a share premium of 800 Kuwaiti fils).

This implies that Mushrif's paid share capital shall be increased by 100% from KD 3 million to KD 6 million, while the gross proceeds of the capital increase will be KD 27 million. A Share Purchase Agreement was also signed by the two parties allowing for Mushrif to use KD 16.4 million of the subscription proceeds to purchase major construction businesses in the UAE and the two companies have agreed that the acquisition shall be completed no later than 20th September 2007.

These agreements have been made after passing of the relevant resolutions by the General Assembly of Mushrif Trading & Contracting Company, which was held on 13th May 2007, whereby Mushrif declared the increase of capital and the broad terms of what was finalized in the agreements. Furthermore, the two companies have signed a Management and Shareholding Agreement that provides for the Board of Mushrif to include three members from the part of Ithmar Capital and/or Gulf Consortium 2.

Ithmar Capital is a UAE-based GCC focused private equity firm, with portfolio of investments in excess of USD 500 million that include interests in a number of strategic sectors such as oil and gas, healthcare and education sectors. Ithmar's shareholders and investors include some of the most reputed and sophisticated parties from across the GCC.

Furthermore, it is the first GCC private equity firm to have formed a strategic alliance with a leading international pure private equity firm; namely 3i of the UK which brings on board tremendous industry expertise and best in class practices and corporate governance. Ithmar's management team, its connectivity across the GCC and its international alliance enables Ithmar to provide a unique value proposition to the companies that it invests in. In that respect, Ithmar's involvement in Mushrif through Gulf Consortium 2 should contribute positively to the strategic future expansion plans of Mushrif.

Mushrif, on the other hand, was established in 1968 and is specialized in providing contracting and building services to numerous key sectors of the construction industry, in seven different countries spanning from Saudi Arabia to Iran, Mushrif plans to concentrate its activities in the coming period on the markets of Kuwait, Qatar and the UAE.

Mushrif has Design and Build capabilities in Heavy Civil Works, Runways & Major Highways, Wastewater Treatment Plants and Pumping Stations, High End - Hi-Tech and Special Purpose Buildings, M & E and Instrumentation for Public Works, O & M of Facilities, Micro Tunneling, CCTV & Specialist Construction Services, Marine Works, Main Pressure and Gravity Pipelines.

Mushrif has made its mark in a number of important projects in the Gulf Region in the fields of Water/Wastewater Treatment, Oil & Gas, Pipelines & Pump Stations, Roads & Highways, Airports & Runways, Building & Infrastructure Works, Environmental and other Industrial projects.

Mushrif is prequalified as a Grade 1 company in Kuwait by the Central Tenders Committee and has a presence in Qatar, Bahrain, Kingdom of Saudi Arabia, Iran, Iraq and UAE. Furthermore, Mushrif has the following 3 subsidiaries inside Kuwait: Foundmar, a WLL company for Foundation, Marine Works and Contracting; Alliance Engineering General Trading & Contracting Company WLL and CRT General Trading & Contracting Company WLL. 99% of the shares of these companies are owned by Mushrif. Mushrif is currently executing projects in UAE, Kingdom of Saudi Arabia, Qatar and Kuwait. Total projects in hand in the Gulf Area are estimated at around KD 300,000,000.

Last year was considered an important step in Mushrif's expansions and investments plans in the region. It was a year of investment where the company continued to consolidate its presence in Qatar, UAE, Kingdom of Saudi Arabia and Iran through its branches and subsidiaries. This was in addition to the expansion in the specialized segments of marine construction, piling and foundation works, electro-mechanical and oil and gas division.

Mushrif's revenues grew at a compounded annual growth rate of 28 percent while its assets grew at 33.5 percent over the past five years. This growth came in line with the industry's growth, an indicator of the company's success in managing its operations. This increase of capital, which is instigated by the signing of the agreements with Ithmar, will be used to support and finance Mushrif's expansion and investment plans in the region, especially in the UAE.

The event was organized by KIPCO Asset Management Company (KAMCO), the Exclusive Financial Advisor for Mushrif and was attended by the Chairman of Mushrif Mr. Fahad Al Wazzan and by its board member Mr. Saad Al Wazzan; Mr. Anthony Kyprianou, DGM, Financial Services & Investment Division representing KAMCO; Mr. Khaldoun Haj Hasan who is the Managing Partner of Ithmar Capital and representing Gulf Consortium 2; Allen & Overy and Bryan Cave (legal advisors to both Mushrif and Ithmar Capital).