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UAE: Top Abu Dhabi firms propose mega merger worth Dh44 billion

The offer provides a unique opportunity to generate value by bringing together key real estate and hospitality assets, says minister

ADQ, an Abu Dhabi-based investment and holding company, and IHC Capital Holding have submitted an offer to combine ADQ’s full ownership of Abu Dhabi National Exhibitions Company (Adnec) — as well as its majority ownership interest in Modon Properties — and IHC Capital’s entire interest in Modon into Q Holding.

The combined group would have an implied market capitalisation of approximately Dh44 billion (approximately $12 billion) with an extensive portfolio of real estate developments, venues, land plots, and hospitality assets.

Upon closing of the proposed transaction, Q Holding will issue to ADQ and IHC Capital a convertible instrument that would convert into approximately 9,491 million ordinary shares in the capital of Q Holding. The price at which the convertible instrument will convert into shares in Q Holding is Dh2.70 per share.

The offer implies an equity valuation of approximately Dh18.5 billion for Q Holding. Following completion, ADQ and IHC Capital would respectively own approximately 38.7 per cent and 19.4 per cent of the entire issued share capital of Q Holding.

“This proposed offer provides a unique opportunity to generate value by bringing together key real estate and hospitality assets, creating an Abu Dhabi champion that fuels its ambitions. The combined assets would benefit from increased scale and new revenue opportunities that will position it well for future growth,” said Mohamed Hassan Alsuwaidi, UAE Minister of Investment and MD and CEO at ADQ.

"We firmly believe that the proposed transaction of consolidating Abu Dhabi’s leading tourism and real estate assets into Q holding will prove to be significantly beneficial to the growth and development of the industry. We envision this as a strategic alignment that will not only magnify our capacity for exceptional real estate development but also effectively bridge the gap between tourism and real estate sectors that are poised for further growth and expansion,” said Syed Basar Shueb, IHC’s CEO and managing director.

If the board of Q Holding recommends proceeding with the transaction, it will be subject to shareholder and regulatory approvals.

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