Emaar Approves Development Buyout Ahead Of Planned Delisting Arabian Post

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Arabian Post Staff -Dubai

Dubai's Emaar Properties has approved a cash offer to acquire the remaining shares in Emaar Development, paving the way for the subsidiary's potential delisting from the Dubai Financial Market in a transaction worth approximately Dh11.9 billion ($3.24 billion).

The board-backed proposal offers minority shareholders Dh15 per share for the 19.8387 per cent stake not already controlled by Emaar Properties and its indirectly wholly owned subsidiary, Emirates Property Holdings Limited. The offer values the entire development company at Dh60 billion, equivalent to about $16.3 billion.

Emaar said the transaction would consolidate its UAE property development operations within the parent group, allowing the business to operate under a unified capital allocation and funding structure. The proposal remains subject to regulatory conditions and completion of the formal acceptance process.

The voluntary offer opens on Friday, November 6, and is scheduled to close at 3pm UAE time on December 10, unless extended. Results are expected on December 11, according to the offer timetable. Shareholders must decide whether to tender their holdings during the acceptance period.

Emaar Properties and Emirates Property Holdings together own 3.206 billion shares, representing 80.1613 per cent of Emaar Development's four billion issued shares. The cash proposal covers approximately 793.55 million shares held by other investors, putting the maximum consideration at roughly Dh11.9 billion.

The Dh15 offer represents a 19.4 per cent premium to the subsidiary's Dh12.56 closing price on November 2, the last trading session before the proposed board meeting was announced. Compared with Thursday's closing price of Dh14.52, however, the premium narrows to 3.3 per cent.

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Emaar Development shares fell about 0.4 per cent on Thursday, following gains earlier in the week as investors responded to the prospective takeover. At Thursday's closing price, the company had a market capitalisation of approximately Dh58.08 billion.

The parent intends to initiate a compulsory acquisition of outstanding shares if its combined ownership reaches at least 90 per cent plus one share. Under the applicable takeover rules, it would begin that process within 60 days of settlement, with remaining investors receiving the same consideration as shareholders accepting the offer.

The company has indicated that it intends to pursue delisting, although the timetable and outcome depend on the level of acceptances and applicable regulatory requirements. The cash offer itself is not conditional on reaching the threshold for compulsory acquisition.

Shareholders who retain their stakes could face reduced market liquidity if the offer proceeds without a complete buyout. Emaar's offer documentation warns that a smaller public float could make trading more difficult and increase share price volatility. It provides no assurance that a subsequent offer would match the current price.

The planned restructuring coincides with stronger earnings at both companies. Emaar Development said on Thursday that its revenue for the first nine months of 2026 increased 26 per cent to Dh22.2 billion, while net profit after tax rose 24 per cent to Dh10.8 billion.

The subsidiary recorded property sales of Dh26.2 billion over the same period and reported a revenue backlog of Dh119.8 billion at September 30. Earnings before interest, tax, depreciation and amortisation increased 28 per cent to Dh11.4 billion, reflecting progress on residential projects and handovers.

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Emaar Properties separately reported nine-month revenue of Dh37.5 billion, an increase of 13 per cent, and pretax profit of Dh19.8 billion, up 18 per cent. Its revenue backlog stood at Dh158.8 billion, while the board announced a special dividend of Dh4.4 billion, equivalent to 50 fils per share.

The proposed buyout would change the ownership structure of one of Dubai's largest listed residential developers. Emaar Development has traded separately since its 2017 listing, giving investors direct exposure to the group's UAE build-to-sell business alongside shares in the broader parent company.

The offer price also represents premiums of 21.7 per cent, 18.6 per cent and 15.7 per cent to the subsidiary's one-week, one-month and three-month volume-weighted average share prices, respectively, calculated as of November 2. It stands substantially above the Dh6.03 subscription price offered before the company's stock market debut, although shareholders must assess the proposal against prevailing market conditions and their investment objectives.

The offer document identifies Emirates NBD as the lead receiving bank. Investors may submit acceptances through the designated online portal or the prescribed acceptance forms, using their Dubai Financial Market investor numbers and shareholding details. Payment arrangements will follow the procedures set out for the transaction.

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