DUBAI, 9th June, 2022 (WAM) — TECOM Group, a member of the Dubai Holding group, today announced its intention to proceed with an Initial Public Offering (IPO) and to list its ordinary shares for trading on the Dubai Financial Market (DFM).
TECOM is the owner, manager and operator of 10 strategic, sector-focused business districts across Dubai and a major contributor to the rapid growth of Dubai’s knowledge and innovation-based economy The company announced that 625,000,000 ordinary shares will be made available in the Global Offering, representing 12.5% of TECOM Group’s issued share capital. The Global Offering comprises the Qualified Institutional Offering, the Exempt Offer, and the UAE Retail Offer.
All the Shares are existing shares being sold by the Selling Shareholder, and the company will not receive any proceeds from the Global Offering.
The Qualified Institutional Offering and the Exempt Offer subscription period is expected to run from 16th-24th June 2022.
The UAE Retail Offer subscription period is expected to run from 16th-23rd June 2022. Admission of shares to trading on the DFM is anticipated on 5th July 2022.
DHAM LLC (Dubai Holding Asset Management or Selling Shareholder) reserves the right to amend the size of the Global Offering at any time prior to the end of the subscription period, subject to the approval of the SCA. DHAM is TECOM Group’s majority shareholder, and Dubai Holding is its ultimate holding company.
The Internal Sharia Supervision Committees of Emirates NBD Bank PJSC and First Abu Dhabi Bank PJSC have issued pronouncements confirming that, in their view, the Global Offering is compliant with Shariah principles.
TECOM Group intended to adopt a semi-annual dividend distribution policy to pay dividends in cash after the Global Offering in October and April of each year, subject to the Board of Directors and General Assembly’s approval.
The company is expected to pay a dividend amount of AED800 million per annum over the next three years (through to October 2025).
The company’s ability to pay dividends depends on a number of factors, including the availability of distributable reserves, the company’s capital expenditure plans, and market conditions.
The Group is a central player in Dubai’s business hub proposition, strongly positioned to benefit from Dubai’s broader commercial real estate market recovery and macroeconomic tailwinds.
TECOM is the owner and operator of an iconic, high-quality, and resilient real estate portfolio strategically located across Dubai that offers a business-friendly regulatory regime, supported by value-added services.
It has a long-term and diversified international and regional marquee customer base. The company also have an attractive financial profile and balance sheet underpinned by a robust income-generating portfolio that has delivered consistent, high-quality revenue and cash flow.
The company has a robust governance framework and sustainability to be further embedded in the core of the operating model, along with a dynamic management team with a proven track record and supportive shareholder.
It has a clear roadmap for achieving growth objectives and continuing to deliver strong performance over the medium term. It benefits from the support of Dubai Holding as a committed ultimate holding company. Dubai Holding has a reputation for excellence in Dubai as a key driver of economic diversification and enabler of the Dubai government’s vision.
Commenting on the launch of the TECOM Group IPO process, Amit Kaushal, Dubai Holding Group Chief Executive Officer, said, “As Dubai Holding’s primary commercial development and leasing business, TECOM Group has helped execute our key role in diversifying Dubai’s economy and driving innovation and business growth and development. We have supported its growth into a successful creator of innovative business ecosystems and a partner of choice for multinational businesses as well as entrepreneurs in the region.
“We believe TECOM Group is ready to embark on a new chapter as a publicly listed company. By remaining the company’s ultimate holding company, we will remain fully committed to working alongside TECOM Group’s new shareholders to support its growth ambitions and further bolster its role as a key enabler of Dubai and the region’s knowledge-based economy.”
Malek Al Malek , Chairman of TECOM Group, said, “Our visionary leadership has consistently set new objectives in business excellence and competitiveness, consolidating Dubai’s global position as a leading business and talent hub. For more than two decades, TECOM Group has been the cornerstone of these ambitions, contributing to the nation’s knowledge economy by attracting global companies and skilled talent across six key sectors and boosting the ease of doing business.
Our company has succeeded in establishing a vibrant environment that enables existing and prospective customers to amplify their growth ambitions while evolving at pace with global industries and the future of the workplace.”
Abdulla Belhoul, TECOM Group Chief Executive Officer, stated, “At TECOM Group, we have continuously delivered on our role as a strategic business enabler of Dubai by bringing to life ten world-class, vibrant, specialised business districts. Our commitment to digital transformation and ensuring a seamless customer journey sets us apart, providing advanced solutions to over 7,800 customers and more than 100,000 professionals.
By being at the forefront of innovation and identifying high-growth industries and working models of the future, we have continuously grown our asset base and established strong customer loyalty. From 2021 up until the first quarter of 2022, TECOM Group achieved major milestones, including the inauguration of regional headquarters, state-of-the-art higher education campuses, and research and development centres. Our track record demonstrates confidence in the company and reaffirms Dubai’s leading role as the go-to destination for businesses looking to tap into new opportunities.
As TECOM Group embarks on its next chapter of growth through the IPO, we intend to continue to support the development of business ecosystems and strategic sectors in Dubai, while maximising synergies across these ecosystems and driving new opportunities in the high-growth industry segments Dubai has to offer.”
The Selling Shareholder reserves the right to amend the size of the Global Offering at any time prior to the end of the subscription period at its sole discretion, subject to the applicable laws of the UAE and the approval of the SCA.
The Global Offering shall be made available to the following subscribers; individual and other investors and to Dubai Holding Group Eligible Employees (as defined in the prospectus relating to the UAE Retail Offer (the UAE Prospectus) as part of the UAE Retail Offer; and to professional investors and other investors in a number of countries outside the United States of America, including in the UAE, as part of the Qualified Institutional Offering and the Exempt Offer.
The Emirates Investment Authority (EIA) shall be entitled to subscribe for up to 5% of the Global Offering, and the percentage of Shares which the EIA will purchase shall be allocated in full before the commencement of allocation to any other Subscribers to the Global Offering.
The UAE Retail Offer subscription period is expected to run from 16th-23rd June 2022, with the Qualified Institutional Offering subscription period expected to run from 16th-24th June 2022.
The completion of the Global Offering and admission of the Shares to listing and trading on the DFM (Admission) is currently expected to take place in July 2022, subject to market conditions and obtaining relevant regulatory approvals in the UAE, including approval of Admission.
The Shares held by the Selling Shareholder following completion of the Global Offering shall be subject to a lock-up which starts on the date of Admission and ends 180 days thereafter, subject to certain terms and conditions.
Details of the Global Offering will be included in the UAE Prospectus and public subscription announcement (the Public Announcement) with respect to the UAE Retail Offer and the English language.
International Offering Memorandum concerning the Qualified Institutional Offering and the Exempt Offer. The UAE Prospectus and the Public Announcement will be published today, and the International Offering Memorandum is expected to be published in due course. The UAE Prospectus and the International Offering Memorandum will be available at www.ipo.tecomgroup.ae.
Emirates NBD Capital PSC, First Abu Dhabi Bank PJSC, Goldman Sachs International, Morgan Stanley & Co. International plc and UBS AG, London Branch have been appointed as Joint Global Coordinators and Joint Bookrunners.
Emirates NBD Bank PJSC has been appointed as the Lead Receiving Bank. Abu Dhabi Islamic Bank PJSC, Ajman Bank PJSC, Commercial Bank of Dubai PSC, Dubai Islamic Bank PJSC, Emirates Islamic Bank PJSC, First Abu Dhabi Bank PJSC, Mashreq Bank PSC, Sharjah Islamic Bank PJSC, and have also been appointed as Receiving Banks.
The Internal Sharia Supervision Committees of Emirates NBD Bank PJSC and First Abu Dhabi Bank PJSC have issued pronouncements confirming that, in their view, the Global Offering is compliant with Shariah principles. Investors may not rely on these pronouncements and should undertake their own due diligence to ensure that the Global Offering is Shariah-compliant for their own purposes.