Gulf Navigation Holding PJSC

The Board of Directors of Gulf Navigation Holding PJSC held a meeting on Thursday, 31 July 2025. During this meeting, they approved regular matters and other business-related issues of the company. The information was communicated by Nader Muqbel, the Investor Relations Director of Gulf Navigation Holding PJSC, to H.E. Hamed Ahmed Ali, CEO of the Dubai Financial Market, and H.E. Waleed Saed Al Awadhi, CEO of the Securities and Commodities Authority.

On July 31, 2025, Gulf Navigation Holding PJSC informed Hamed Ahmed Ali, the CEO of the Dubai Financial Market, about an increase in the permitted percentage of foreign ownership in the company’s capital. The limit has been raised from 49% to 100% according to Article 7 of the company's articles of association. The last trading date under the 49% limit will be August 1, 2025, and the new limit will take effect on August 4, 2025. This information was communicated by Nader Muqbel, the Investor Relations Director.

The text is a formal notification regarding a Board of Directors meeting for Gulf Navigation Holding PJSC. The meeting is scheduled to take place on Thursday, 31 July 2025, at 10:00 am. The agenda includes regular matters and any other business related to the company. The notification is addressed to H.E. Hamed Ahmed Ali, CEO of Dubai Financial Market, and H.E. Dr. Maryam Buti Al Suwaidi, CEO of the Securities and Commodities Authority. The message is signed by Nader Muqbel, the Investor Relations Director of Gulf Navigation Holding PJSC.

Gulf Navigation Holding PJSC (GULFNAV), a maritime and shipping company listed on the Dubai Financial Market, has successfully completed its AED 500 million Mandatory Convertible Bond (MCB) offering. The total subscriptions exceeded AED 520 million, with bonds priced at AED 1.10 each, set to convert into shares by October 29, 2025. This offering is part of GULFNAV's AED 3.2 billion acquisition of Brooge Energy Limited's assets, aimed at expanding into the regional energy infrastructure sector. The funds will cover the cash component of the acquisition, while the remainder will be settled through issuing new shares and additional MCBs to Brooge. The company will not open a second tranche for major shareholders as the required amount was raised in the first tranche. Chairman Sheikh Theyab bin Tahnoon bin Mohammad Al Nahyan expressed gratitude to shareholders and stakeholders, emphasizing the company's commitment to completing the acquisition and enhancing its role in regional logistics solutions.

Gulf Navigation Holding PJSC announced the successful completion of its Mandatory Convertible Bonds (MCBs) subscription, raising over AED 520 million, surpassing the target of AED 500 million. This indicates strong investor confidence in the company's strategic direction and future prospects. The subscription process is officially closed, and there will be no second tranche for major shareholders as the required capital was fully raised in the first tranche. The MCBs will be converted into shares by October 29, 2025, as per the approved terms. The company expressed gratitude to participating shareholders and reaffirmed its commitment to transparency, regulatory compliance, and long-term value creation.

The Board of Directors of Gulf Navigation Holding PJSC has issued a Shareholders' Circular to inform eligible shareholders about the issuance of mandatory convertible bonds. These bonds will be convertible into shares at a specified issue price and will be offered to the eligible shareholders of the company.

The Board of Directors of Gulf Navigation Holding PJSC is inviting shareholders to a general assembly meeting on July 10, 2025, at the Novotel Hotel in Dubai and online. The meeting will address the acquisition of Brooge Petroleum & Gas Investments FZE, Brooge Petroleum & Gas Investments Phase III FZE, and BPGIC Phase 3 Limited. A special resolution will be considered to approve the transfer and registration of shares and mandatory convertible bonds to Brooge Energy Limited or its ultimate beneficial owners, ensuring no owner exceeds 30% of the company's share capital, with a one-year lock-up period for the bonds' conversion into shares, in compliance with regulatory and economic standards.

Gulf Navigation Holding PJSC (GULFNAV) has signed an AED 3.2 billion acquisition agreement with Brooge Energy Limited, a NASDAQ-listed company specializing in crude oil and fuel storage. The agreement, formalized at a ceremony in Dubai, marks GULFNAV's acquisition of Brooge's assets and subsidiaries. This strategic move aims to enhance GULFNAV's capabilities in energy logistics by expanding its storage and infrastructure capacities. The acquisition involves a payment structure that includes cash, new shares, and Mandatory Convertible Bonds (MCBs). Specifically, 358.8 million new shares will be issued to Brooge, AED 2.336 billion in MCBs will be convertible at AED 1.25 per share, AED 500 million in MCBs will be offered to GULFNAV’s existing shareholders, and a cash component of AED 460 million will be included. Brooge, founded in 2013, is recognized for its advanced technology in oil storage and has a significant presence in Fujairah.

The Board of Directors of Gulf Navigation Holding PJSC held a meeting on 14 May 2025. During this meeting, they approved the interim financial statements for the three-month period ending 31 March 2025. Additionally, they agreed to call for a general assembly meeting, pending approval from the Securities and Commodities Authority. The general assembly will consider two main issues: a proposal to amend the company’s Articles of Association to increase foreign ownership of the company's shares, and amendments to the structure of an acquisition transaction to allow the transfer of bonds and shares from Borouge Energy Limited to third parties, including its ultimate beneficial owners.