Abu Dhabi National Oil Company announced the successful closing of its offering of approximately 375 million shares in ADNOC Distribution, approximately 3 percent of the registered share capital of ADNOC Distribution.
The securities referred to herein may not be offered or sold in the United States unless registered under the US Securities Act of 1933, as amended, or offered in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and in compliance with applicable United States state law.
It also issued approximately $1,195 billion of senior unsecured bonds due 2024 that are exchangeable into existing shares of ADNOC Distribution constituting approximately 7 percent of the registered share capital of ADNOC Distribution, under certain conditions.
“This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, securities to any person in the United Arab Emirates, the United States, Australia, Canada, Japan or Saudi Arabia, or in any jurisdiction in which such offer or solicitation is unlawful,” read the company’s statement.
The combined offering was placed at a blended price of AED 4.82 ($1.1) per share, which is 5.7 percent above the current 3-month volume-weighted average share price.
The Exchangeable Bonds, with a maturity date of 2024, are denominated in US dollars and bear a coupon of 0.70 percent, said the company.
The Exchangeable Bonds are issued at an issue price of 100 percent and will be exchangeable into existing shares of ADNOC Distribution at an exchange price of AED 5.01 ($1.37) under certain conditions.
Settlement of the Share Offering is expected to occur on or about May 31, and settlement of the Exchangeable Bond Offering is expected to occur on or about June 4.
UAE Minister of Industry and Advanced Technology and Managing Director and Group CEO of ADNOC Sultan Ahmed al-Jaber said the success of this innovative and pioneering Combined Offering, the first of its kind in the GCC, highlights the attractive investment opportunities and environment provided by ADNOC, Abu Dhabi, and the UAE.
The "innovative deal structure" has the potential to increase the free float of ADNOC Distribution to 30 percent assuming the Exchangeable Bonds are exchanged and settled in shares, and ADNOC will retain at least a 70 percent strategic stake in the company as it continues to see significant growth potential in ADNOC Distribution, according to Jaber.
