DUBAI: Emaar Properties PJSC held a General Meeting today, where shareholders approved the acquisition of Dubai Creek Harbour from Dubai Holding LLC ("Dubai Holding") and the sale of Namshi Holding Limited ("Namshi") to Noon AD Holdings Ltd ("Noon") from Emaar Malls Management LLC ("Emaar Malls Management"), a wholly-owned subsidiary of Emaar Properties PJSC ("Emaar").
Shareholders approved a motion to acquire assets from Dubai Holding and the issuance of a mandatory convertible bond with an aggregate value of AED 3,750,000,000 to Dubai Holding. This represents the share element of an overall consideration of AED 7.5 billion to be paid equally in cash and shares of Emaar Properties PJSC, making Dubai Holding the second largest shareholder of Emaar.
The mandatory convertible bond will be convertible into 659,050,967 new shares in Emaar Properties PJSC, and the Company's share capital shall be increased to AED 8,838,789,849 on the conversion of a such mandatory convertible bond.
Shareholders also approved the sale of Namshi to Noon for a total cash consideration of AED 1.231 billion (US$ 335.2 million), representing a premium of AED 127 million on the total investment by Emaar Malls Management in Namshi.
The sale is representative of Emaar's strategy to divest assets which are not reflective of its core business, with proceeds to be reinvested into the real estate development business, building on its core elements and offering a sustained value for shareholders.
The transaction is expected to close in the coming months, subject to meeting various conditions, including, inter alia, final regulatory approvals.
Shareholders also approved a Special Resolution regarding the abolition of the minimum contribution of UAE nationals and GCC nationals in the Company, meaning there is no minimum shareholding for UAE nationals and GCC nationals, and no shareholding limit for non-UAE nationals.
A spokesperson for Emaar said: "Today's general assembly meeting represents the final step in the completion of two high-profile transactions for Emaar, which both reflect the company's ongoing strategy to maximise the core business, while continuing to offer outstanding value for our shareholders."