• Scale of merged company to support expansion of its footprint and product portfolio
  • Significant potential synergies to create a strong platform to support organic growth
  • Policyholders to benefit from seamless transition to new entity, with innovative products and enhanced service

Abu Dhabi and Dubai, UAE – The shareholders of two of the UAE’s largest Islamic insurance companies, Dubai-based Dar Al Takaful (DAT) and Abu Dhabi-based Watania, voted today in favor of a merger that will result in the creation of the UAE’s largest Takaful provider, by market share.

The merger is expected to unlock value for all stakeholders, as a result of considerable cost and revenue synergies, and on the back of optimized sales channels, reduced operating expenses and enhanced IT platforms.

The combined entity would be strongly positioned to expand its product offerings, and geographical footprint whilst offering competitive terms to policyholders, along with improved customer service, backed by the ability and ambition to invest in new ideas and technologies.

Based on the proposed structure, the merger will involve a share swap, whereby shareholders of Watania, now listed on the Abu Dhabi Securities Exchange, will receive shares in DAT, which would be the remaining entity that will continue to be listed on Dubai Financial Market.

Under the terms of the merger, Watania shareholders would receive 0.734375 DAT shares for every Watania share that they own, valuing the merged company at AED 260,156,250 million.

All DAT and Watania policies would be held by two DAT subsidiaries: Noor Takaful Family and Noor Takaful General, with DAT being the holding company that owns the two entities.

Matar Hamdan Sultan Hamad Al Ameri, Chairman of DAT, said: “The proposed merger would bring new energy and dynamism into the UAE fragmented Takaful market. DAT and Watania would build great synergies together, acting as an Islamic insurance powerhouse for the benefit of policyholders, shareholders, and other stakeholders. The transaction would enable DAT to expand not only within the UAE, but potentially across the region, fulfilling a core objective of takaful by broadening its base of policyholders and supporting profitability in the pool. The merger would also support the UAE’s expanding role as a global leader in Islamic finance.”

Dr. Ali Saeed Bin Harmal Aldhaheri, Chairman of Watania, said: “This compelling strategic transaction would allow DAT to leverage its scale as a takaful champion to further develop new and innovative insurance offerings, meeting the ever-changing needs of the market and the public’s requirements for

flexible and imaginative Takaful solutions. Our enhanced financial base and the substantial revenue and cost synergies expected to arise from the merger, would enable us to offer reliable and more comprehensive coverage with terms that are highly favorable for policyholders and to create substantial long-term value to our shareholders.”   

The new entity would benefit from many cross-selling opportunities through the increased geographic reach, as well as through capitalizing on larger underwriting capacity, to negotiate improved terms with reinsurers.

The integration process is currently being rigorously managed by a Merger Committee, comprising Board members of both DAT and Watania, which continues to collaborate with independent valuation and financial advisors to arrive at beneficial and equitable terms for all parties. The process would include seamless transfer of policies to the Noor subsidiaries, whilst efficiently integrating the functions, systems, processes, policies and procedures, in order to establish an optimal operating model for the combined entity.

The proposed Chairman of DAT after the completion of the merger would be Dr. Ali Saeed Bin Harmal Aldhaheri and the Vice Chairman would be Mr. Matar Hamdan Sultan Hamad Al Ameri. Mr. Gautam Datta would remain the Chief Executive Officer of DAT.

The merger proposal has received approval from 100% of DAT shareholders and 99.9% of Watania shareholders at the Annual General Meetings of both companies.

Following shareholders’ approval, the creditor will have a 30-day objection period and policyholders will have a 45-day notice period

Preliminary regulatory approvals have already been obtained and following the shareholders’ approval, the merger will be subject to final approvals from the Central Bank, the UAE insurance regulator, and SCA, the regulator of listed companies. DAT and Watania are well positioned to meet all regulatory requirements.

The merger is expected to complete by end-June 2022.  

-Ends-

About Dar Al Takaful PJSC:

Dar Al Takaful PJSC was established in 2008 with a paid-up capital of AED 150 million as a Shari’ah-Compliant insurance company. In 2020, it completed the acquisition of Noor Takaful Family PJSC and Noor Takaful General PJSC. An award-winning insurance company, Noor Takaful has won the prestigious Insurance Brand of The Year 2021 award, conferred by Global Banking and Finance Review), as well as the Best Takaful Company 2021 and Most Innovative Takaful Company 2021, both awarded by World Business Outlook.

Dar Al Takaful PJSC vision is to provide protection and peace of mind. In line with its vision, Dar Al Takaful offers innovative ethical insurance solutions and promotes a culture of excellence among its staff. It offers a full range of takaful products - general, medical, and family - to both individuals and companies in the UAE. The products are offered at its head office in Dubai, online at noortakaful.com, and through its branches in Abu Dhabi, Sharjah, and Ajman.

About Watania:

National Takaful Company (Watania) is a young and dynamic organization that came into being in 2011. Watania was issued a license by the UAE Insurance Authority on the 12th of July, 2011 and was listed on the ADX on the 14th of November, 2011.

Watania has a paid-up capital of AED150 m and its head office is in Abu Dhabi, United Arab Emirates.

Watania is an initiative taken by Abu Dhabi National Insurance Company (ADNIC) (16%), Abu Dhabi National Islamic Finance (ADNIF) (16%), Abu Dhabi National Energy Company (TAQA) (7%), and Aldar Properties (7%).  Their objective was to establish a leading takaful operator in the UAE which could meet the demand of the UAE market for Sharia compliant insurance products.

Watania floated its stocks for an IPO on the 18th of April 2011 with issue oversubscribed nearly 7 times.  After the allotment process, Ajman Bank (16%) and Qatar First Development Bank (10%) joined the ranks of the founding shareholders.  Watania started underwriting risks on 14th of November, 2011.

In August 2014 there was a major change in the shareholding structure of Watania whereby MB Investment UAE and Madina Takaful Oman acquired a majority 60% stake in the company from existing shareholders.

Current major shareholders are MB Investment, UAE (51%), Magna Investments (15.90%), Dr. Ali Bin Harmal Aldhaheri (12.17%) and Al Madina Takaful, Oman (9.54%).

For more information, please contact: Lisa.webber@instinctif.com