Agility Agrees $581 Million Tristar Stake Disposal To Aegis Arabian Post

(MENAFN- The Arabian Post) clearfix">

Arabian Post Staff -Dubai

Agility Global has agreed to sell its entire 65.12% holding in Dubai-based energy logistics company Tristar Holdings to Aegis Logistics, with proceeds potentially reaching $581 million.

The agreement, approved by Agility's board on Tuesday, forms part of a wider acquisition under which Aegis plans to purchase approximately 89.8% of Tristar from three shareholders for $809 million. Completion is expected by the end of March 2027, subject to regulatory approvals and other closing conditions.

Agility said its share of the consideration comprises $425 million payable when the transaction closes, $110 million due one year later and up to $46 million in additional payments dependent on agreed performance conditions. The full $581 million is therefore not guaranteed at completion.

The transaction assigns Tristar an enterprise value of $1.5 billion and an equity value of $882 million. Agility said the enterprise valuation represents approximately six times Tristar's earnings before interest, tax, depreciation and amortisation for 2025.

Aegis, which provides integrated oil, gas and chemical logistics services, is pursuing the acquisition through its wholly owned step-down subsidiary, Aegis Logistics International Pte Ltd. Its agreement also covers holdings owned by Gulf Investment Corporation and Diamond Holdings Limited, alongside Agility Tristar Holdings Limited.

The proposed purchase would give Aegis control of a Dubai-headquartered business operating fuel transport, storage, distribution and maritime logistics services across international markets. The companies have described the transaction as a means of combining complementary operations and widening their geographical reach.

Aegis chairman Raj Chandaria said the acquisition would offer greater operating scale and diversification, alongside access to Tristar's established customer relationships and business partners. The company expects the combination to contribute to profitability, although the anticipated benefits remain dependent on successful completion and integration.

See also L'Imad maps port expansion beyond Strait of Hormuz

Tristar founder and group chief executive Eugene Mayne welcomed Aegis as the proposed majority shareholder, saying the companies would seek to combine their capabilities while maintaining safety and operating standards. The agreement does not itself transfer ownership, with the existing shareholders retaining their interests until closing.

For Agility, the disposal would reduce its direct exposure to energy logistics and release capital for other activities. The Abu Dhabi-listed group owns airport services provider Menzies Aviation and maintains investments across logistics infrastructure, warehousing and related businesses.

Agility said its board would determine how to deploy the net sale proceeds closer to completion, taking account of the group's financial position. Possible uses include investment in growth, repayment of debt and distributions to shareholders. No specific allocation has been announced.

Tristar represented 27% of Agility's consolidated revenue and 13% of its assets as of June 30, 2026, according to the company's stock exchange disclosure. Those proportions indicate that the disposal would materially change the composition of Agility's reported operations.

Between signing and completion, Tristar will remain consolidated in Agility's accounts but will be classified under the accounting rules for assets held for sale and discontinued operations. The associated assets and liabilities will be presented separately, with any gain from the transaction recognised only upon closing.

Agility chairman Tarek Sultan said the company had invested approximately $130 million in Tristar and its fuel logistics operations over the years. Agility estimates that investment has generated more than $1 billion in value, including distributions already received and value reflected in the proposed transaction.

See also Mubadala tops Gulf sovereign fund activity through September

The company expects an annualised internal rate of return of approximately 16% on its fuel logistics investment over a 23-year holding period. These figures represent Agility's assessment of the investment rather than additional cash proceeds from the announced sale.

Tristar generated approximately $1.4 billion in annual revenue and $257 million in earnings before interest, tax, depreciation and amortisation, according to Agility. By 2025, its operations spanned more than 30 countries and included over 1,000 trucks, 26 vessels, 14 fuel farms and more than 60 remote fuel sites.

The business also operates fuel storage facilities and serves energy companies and other institutional customers. Its activities span road transport, marine shipping, aviation fuelling and supply to remote locations, giving Aegis a broader operating network if the acquisition receives the required clearances.

Aegis said the transaction requires approvals under applicable competition and antitrust laws, as well as satisfaction of customary contractual conditions. The precise timetable will depend on the relevant regulatory processes. Its exchange filing identifies BNP Paribas as financial adviser, with Norton Rose Fulbright and Veritas Legal providing legal advice.

MENAFN14102026000152002308ID1111805843