Gulf Navigation Holding PJSC (DFM:GULFNAV) submitted a formal proposal to acquire Brooge Petroleum and Gas Investment Company FZE from Brooge Energy Limited (NasdaqCM:BROG) on October 3, 2023. The proposed acquisition is still at an early stage, as GULFNAV is in the process of conducting further due diligence on BPGIC; and its legal and financial advisors continue to evaluate the deal. Gulf Navigation Holding PJSC will fund the transaction through a combination of cash and shares.

The transaction is subject to customary closing conditions for transactions of this nature, including obtaining the necessary regulatory approvals. The acquisition is expected to close in the fourth quarter of 2023. Freshfields Bruckhaus Deringer LLP acted as legal advisor to Gulf Navigation Holding PJSC (DFM:GULFNAV).

As of December 14, 2023, Brooge Energy Ltd announced the appointment of Alexander Lawson and Guy Wall to the Board of Directors of Brooge Energy and Yousef Al Assaf has resigned as Chairman and Director of the Board of Directors effective December 11, 2023. The Alvarez & Marsal pair have been tasked with overseeing the liquidation of Brooge Energy, which was ordered by the Grand Court of the Cayman Islands. As of December 27, 2023, GULFNAV confirmed that discussions are still ongoing between the two parties, and that work is underway with financial and legal advisors to complete the evaluation of the deal and obtain the necessary regulatory approvals.

GULFNAV submitted a proposal regarding the structure of the acquisition to the Securities and Commodities Authority; and will disclose any developments regarding the transaction to the market in due course. As of June 5, 2024, Brooge Energy Ltd has been unable to file the 2023 Form 20-F, partly due to a board restructure on December 15, 2023, and because it was deeply involved in the final stages of the Proposed Acquisition ("PA") process. As part of this process, the Company is considering and evaluating a potential delisting from the NASDAQ market.

If successful, it is estimated that the closing would happen during the 3rd and 4th quarter of 2024.