Prefab Bucharest wants to absorb the companies Romerica International and Prefab Invest

The shareholders of the manufacturer of construction materials Prefab Bucharest (PREH) are summoned, on July 16, with the proposal to approve the absorption by merger by the company of the companies Prefab Invest and Romerica International, according to a report of the issuer published, yesterday, on the website Bucharest Stock Exchange (BVB).

The purpose of the merger is to consolidate and streamline Prefab's activity, given that the companies are part of the same group and have a common administrator, and the majority holdings in their social capital are owned by the same person - namely the businessman Marian Milut.

Following the operation, Marian Milut, who is an associate of Romerica International and a shareholder of Prefab Invest, will receive 21.8 million Prefab shares, and Andrei Carol Stieber, an associate of Romerica, will receive 5.45 million shares of the material manufacturer of constructions. The exchange ratios were made based on the accounting value of the share, of 3.9975 lei, determined based on the evaluation report prepared by CMF Consulting, as it appears from the company's documents.

The merger also involves the reduction of Prebet's share capital by approximately 3.3 million lei, up to 20.97 million lei. Following the completion of the merger operation, Marin Milut will own 52% of the construction materials manufacturer from Bucharest, Andrei Carol Stieber will have 13% of Prebet, Celco from Constanţa will own a 30.51% stake, the rest being stakes of individuals and other legal entities.

Shareholders who do not agree with the merger operation and will exercise their right to withdraw from the company will be paid a price of 3.9975 lei per share, 8% above the market quote on June 4, of 3.7 lei.

For the first three months of the year, Prefab Bucharest reported total revenues of 20.5 million lei, 31.8% below those of the same period last year, while total expenses were 20.3 million lei, down with 35.5%. The operating result amounted to 0.69 million lei, compared to a loss of 0.92 million lei in the first quarter of last year, while the net profit was 0.09 million lei.

Currently, Romerica International owns 69.6% of Prefab Bucharest, while the company Celco Constanţa, owned by the Dusu brothers, has 26.4% of the construction materials manufacturer, whose stock market valuation is around 180 million lei.