Core Viewpoint - Brooge Energy Limited intends to voluntarily delist its ordinary shares from the Nasdaq Capital Market and subsequently deregister with the SEC, citing the lack of an active trading market and the associated costs and regulatory burdens as key reasons for this decision [1][3]. Group 1: Delisting and Deregistration Process - The company plans to file a Form 25 with the SEC and Nasdaq around June 9, 2025, with the last day of quotation expected to be around June 19, 2025 [1]. - Following the delisting, Brooge Energy Limited will file a Form 15 with the SEC on or about June 19, 2025, to suspend its reporting obligations under the Exchange Act [2]. - The formal deregistration of the company's securities is expected to become effective 90 days after the filing of Form 15 [2]. Group 2: Reasons for Delisting - The decision for delisting and deregistration was made by the company's Board of Directors, based on a review of factors including the lack of an active trading market and the significant operating expenses related to compliance with SEC and Nasdaq requirements [3]. Group 3: Company Overview - Brooge Energy Limited is a Cayman Islands-based infrastructure provider engaged in Clean Petroleum Products, Biofuels, and Crude Oil storage services [4]. - The company operates through its subsidiary BPGIC FZE, located strategically outside the Strait of Hormuz at the Port of Fujairah in the UAE, differentiating itself with fast order processing, excellent customer service, and high accuracy blending services [4].

Core Viewpoint - Brooge Energy Limited (BEL) has entered into a conditional sale and purchase agreement to sell 100% of its subsidiaries, Brooge Petroleum and Gas Investments Company FZE and Brooge Petroleum and Gas Investment Company Phase III FZE, to Gulf Navigation Holding PJSC for approximately USD 884 million [1][3][5] Group 1: Acquisition Details - The acquisition is part of GulfNav's strategy to enhance its position in the energy sector by expanding storage and logistics capabilities through BPGIC Group's advanced infrastructure [2] - The total consideration for the transaction is approximately USD 884 million (AED 3,245 million), which includes cash, shares, and mandatory convertible bonds [3][5] - The cash component includes approximately USD 125.3 million, with USD 65 million going into a Completion Escrow Account and USD 60 million for settling certain liabilities [5][6] Group 2: Conditions and Completion - Completion of the transaction is subject to several conditions, including shareholder approval from GulfNav and necessary regulatory approvals [5][6] - The transaction is expected to close within five business days after all conditions are satisfied or waived [7][8] - Both parties will provide customary warranties typical in similar transactions [7] Group 3: Company Backgrounds - Brooge Energy Limited is based in the Cayman Islands and specializes in clean petroleum products, biofuels, and crude oil storage, operating through its subsidiary BPGIC FZE located in Fujairah, UAE [10] - Gulf Navigation Holding PJSC is a prominent maritime and shipping company based in Dubai, UAE, with a diverse fleet and comprehensive services in the maritime industry [11]