Spotify rival Anghami receives take-private provide from its controlling shareholder

Anghami, the Nasdaq-listed music and video streaming firm that operates throughout the Center East and North Africa, has obtained a preliminary proposal to be taken non-public by the shareholder that already controls it.

The provide, disclosed by Anghami on Tuesday (June 30), comes from OSN Streaming Restricted, which is proposing to purchase every abnormal share it doesn’t already personal for USD $3.39 in money.

OSN Streaming isn’t a brand new bidder circling a public firm – it’s Anghami’s controlling shareholder, and it made clear in its letter to the board that it has no intention of stepping apart.

Within the proposal, dated June 24 and signed by OSN Streaming Chairman Meshal Ali, who additionally chairs Anghami, the corporate informed administrators: “In contemplating the proposed Acquisition, you have to be conscious that we have an interest solely in buying the excellent Extraordinary Shares that we don’t already personal, and that we don’t intend to promote our stake within the Firm to any third get together.”

That single sentence reframes the complete transaction, successfully telling minority traders that no rival bid is coming.

“We have an interest solely in buying the excellent Extraordinary Shares that we don’t already personal, and that we don’t intend to promote our stake within the Firm to any third get together.”

OSN Streaming’s letter to Anghami BOARD

OSN and its associates – a bunch that runs up by way of Kuwait’s KIPCO – already beneficially personal 71.3% of Anghami, in accordance with a Schedule 13D submitting.

Warner Bros. Discovery, whose Dplay Leisure Restricted holds a minority stake in OSN Streaming, reported the identical 71.3% by attribution in its personal parallel 13D submitting.

OSN’s registered holding equals roughly 67% of Anghami’s excellent shares, rising above 71% as soon as warrants are counted, which leaves solely about 2.99 million shares – round a 3rd of the corporate – within the palms of everybody else.

At $3.39 apiece, shopping for out that remaining float would price just a little over $10 million (an MBW calculation primarily based on the share rely in Anghami’s most up-to-date filings).

The letter frames $3.39 as “a compelling alternative to the Firm’s shareholders to obtain sure and quick money worth at a beautiful value.”

But by OSN’s personal account, the worth is not a premium to the place the inventory has just lately traded.

OSN mentioned the determine represents the three-month volume-weighted common value of the shares to June 5, and dismissed the present market value as “an unreliable measure of basic worth given the constantly low buying and selling volumes.”

Anghami inventory traded at round $5.90 on June 18, then fell under the $3.39 provide value because the proposal surfaced in filings later within the month, closing at about $3.24 on June 30.

Anghami was based in 2012 in Lebanon by Eddy Maroun and Elie Habib, and payments itself as the primary music-streaming service within the Center East and North Africa.

It listed on Nasdaq in February 2022 by way of a SPAC merger with Vistas Media Acquisition Firm that valued it at $220 million, making it the primary Arab know-how agency to go public in New York.

The inventory spiked to just about $18 on its first day, then declined steadily, and by late 2023, Anghami had been warned by Nasdaq that its sub-$1 share value put its itemizing in danger.

To remain listed, the corporate carried out a 1-for-10 reverse inventory break up in August 2025.

OSN Group took management in April 2024, buying a 55.45% stake at $3.69 per share – earlier than the break up, so not corresponding to at this time’s $3.39 – and folding its OSN+ video service into Anghami.

OSN then dedicated as much as $55 million extra in December 2024, underlining how dependent the loss-making streamer had grow to be on its mother or father.

Warner Bros. Discovery closed a $57 million minority funding in OSN Streaming in March 2025, tied to unique distribution of HBO and Max Originals throughout the area.

WBD holds 19.84% of OSN Streaming by way of Dplay, a stake that may rise to as a lot as 29.77%, in accordance with a Schedule 13D submitting. The identical submitting names WBD among the many OSN shareholders whose financing would fund the buyout, although it says that financing has but to be negotiated.

Elie Habib, Anghami’s CEO, mentioned within the firm’s most up-to-date annual outcomes that WBD’s funding “displays confidence in our mannequin, our market place, and the long-term worth of premium regional streaming,” including: “Our HBO content material commitments stay contractual and unchanged.”

The financials assist clarify the enchantment to a controlling shareholder shopping for on the backside.

Anghami reported income of $99.3 million for 2025, up 27% YoY, with greater than 3.5 million paying subscribers and over 130 million registered customers.

However it stays unprofitable, posting a web lack of $37.1 million within the first half of 2025 on income of $48.4 million.

That is the place the public-versus-private image will get extra sophisticated.

Giant listed DSPs are usually not, on the entire, struggling the public-market valuation despair that has hit music-rights corporations.

Spotify hit report highs in 2025 after posting its first full 12 months of working revenue, and though its shares have since fallen greater than 40% over the previous 12 months, it’s nonetheless value round $98 billion.

The image isn’t uniform. Tencent Music has fallen towards its 52-week low amid intensifying competitors at residence, although at round $14 billion, it trades nowhere close to the distressed, sub-scale territory Anghami occupies.

Anghami’s decline is company-specific: a small, loss-making streamer whose shares fell from almost $18 to under $1 earlier than the reverse break up, reasonably than a broader sign about streaming as a public enterprise.

Traders elsewhere have been paying or providing premiums to take music corporations non-public on the thesis that public markets undervalue them, for instance, Consider (which delisted from Euronext Paris in 2025), and Reservoir Media (obtained a February takeover method from activist Irenic Capital).

Anghami is the exception: its controlling proprietor is shopping for at a reduction, calling the thinly traded value unreliable reasonably than too low.

Anghami’s board has appointed impartial administrators and shaped a particular committee to evaluation the proposal.

The deal, if it proceeds, could be structured as a statutory merger below Cayman Islands regulation and would require the assist of two-thirds of shares voted at a shareholder assembly.

The corporate burdened that no shareholder motion is required for now, and that there is no such thing as a certainty a binding settlement shall be reached.Music Enterprise Worldwide