• The proposed transaction will create a world-class local home-grown platform through a combination of real estate and hospitality assets capable of delivering the highest service and value to Abu Dhabi
  • The combination would deliver to Q Holding increased scale, revenue diversification, and cost synergies 

Abu Dhabi, UAE – ADQ, an Abu Dhabi-based investment and holding company, and IHC Capital Holding LLC (IHC Capital), a subsidiary of International Holding Company (ADX:IHC) have submitted an offer to Q Holding PJSC (Q Holding) (ADX: QHOLDING), a leading investment company in Abu Dhabi, to combine ADQ’s 100% shareholding of Abu Dhabi National Exhibitions Company PJSC (ADNEC), as well as its majority ownership interest in Modon Properties PJSC (Modon), and IHC Capital’s entire interest in Modon into Q Holding, with the aim to create a regional leader in real estate, hospitality, events, catering and development of urban projects.

The proposed transaction would create one of the largest real estate, hospitality, events, and catering platforms in the region that would enhance Abu Dhabi’s position as an integrated real estate and hospitality leader, complementing the emirate’s economic transformation efforts.

The proposed combination promises to create substantial value by consolidating resources and operations, forming a larger and more efficient entity with an optimized cost structure. The consolidation of assets offers diversification benefits, by mitigating industry-specific risks and securing more investment opportunities, as well as enhancing supply chain efficiencies that will improve profitability. The larger balance sheet and robust cash flows will deliver the combined entity with increased financial flexibility, enabling more strategic investments, debt reduction, and potential shareholder distributions. The accumulated benefits of this combination would be directly available to public investors, positioning the new Q Holding as an attractive value proposition for future investment.

The combined group would have an implied market capitalization of approximately AED 44 Billion (approximately USD 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 AED 2.70 per share. The offer implies an equity valuation of approximately AED 18.5 billion for Q Holding. Following completion, ADQ and IHC Capital would respectively own approximately 38.7 percent and 19.4 percent of the entire issued share capital of Q Holding.

H.E. Excellency Mohamed Hassan Alsuwaidi, UAE Minister of Investment and MD & CEO at ADQ said: “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.”

Syed Basar Shueb, IHC’s Chief Executive Officer and Managing Director, said: “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 the 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 is poised for further growth and expansion.”

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

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About ADQ 

Established in Abu Dhabi in 2018, ADQ is one of the region's largest holding companies with direct and indirect investments in more than 90 companies locally and internationally. Both an asset owner and investor, ADQ’s broad portfolio of major enterprises span key sectors of a diversified economy, including energy and utilities, food and agriculture, healthcare and pharma, and mobility and logistics, amongst others. As a strategic partner of Abu Dhabi’s government, ADQ is committed to accelerating the transformation of the emirate into a globally competitive and knowledge-based economy.

For more information, visit adq.ae or write to media@adq.ae. You can also follow ADQ on Twitter, Instagram and LinkedIn.

About International Holding Company (IHC)

IHC was founded in 1998 as part of an initiative to diversify and develop non-oil business sectors in the UAE and has grown to become the most valuable listed holding company in the Middle East with a market cap of AED 648 billion as of Sep 30, 2022. The company endeavors to implement sustainability, innovation, and economic diversification initiatives across what is now one of the region's largest conglomerates. IHC is included in FTSE ADX 15 Index (FADX 15), representing the top 15 largest and most liquid companies on the ADX.

IHC has a clear objective of enhancing its portfolio through acquisitions, strategic investments, and business combinations. Comprising more than 422 subsidiaries and 82,000 employees, IHC seeks to expand and diversify its holdings across a growing number of sectors, including Real Estate Developments, Agriculture, Healthcare, Food and Beverage, Utilities, Industries, IT and Communications, Retail and Leisure, and Capital.

With a core strategy to enhance shareholder value and achieve growth, IHC drives operational synergies and maximizes cost efficiencies across all verticals – it also continues to evaluate investment opportunities through direct ownership and entering partnerships in the UAE and abroad. As the world changes and new opportunities arise, IHC remains focused on resilience, innovation, and redefining the marketplace for itself, its clients, and its partners.