Main points of the proposal:
• About 2.6 billion ordinary shares, with a nominal value of $0.014 (equivalent to AED 0.051), representing 25 percent of the total issued shares in the Company’s capital (“Offering Shares”), will be sold by the Company’s sole shareholder, the Company. Lulu International Holding Limited (“Selling Shareholder”).
• The offering will be made available to individual investors in a country The UAE United Arab Emirates, including eligible employees of the group, as part of the offering to individual subscribers in the United Arab Emirates; As well as for professional investors as part of the offering to qualified investors; And to eligible group executives as part of the offering to senior executives.
• The subscription period begins on Monday, October 28, 2024 and ends on Tuesday, November 5, 2024 for individual investors in the United Arab Emirates, professional investors, and qualified executives.
• The final offering price will be determined through the book-building process.
• The company strives to maintain a total dividend rate of 75% of the annual distributable profits after deducting taxes, paid semi-annually. The company aims to pay dividends for the six months ending December 31, 2024 in the first half of 2025.
• The Shares are expected to be accepted for trading on the Abu Dhabi Securities Exchange (“Shares Admission”) on or about Wednesday, November 14, 2024.
On this occasion, Yusuf Ali Musallam Vitil Abdul Qadir, founder of the company, said: Lulu For Retail, its Chairman and Non-Executive Board Member: “We are pleased to announce the planned initial public offering of Lulu Retail on the Abu Dhabi Securities Market, which is the largest retailer covering the entire Gulf Cooperation Council region in terms of selling area, sales volume and number of stores. We established Lulu was established in 1974 to be the first company in the organized retail sector in the United Arab Emirates with a commitment to providing the best shopping experience that attracts customers and enhances their loyalty. Lulu has exceeded all our expectations, and today it operates more than 240 stores in six countries in the Gulf Cooperation Council, offering value. We look forward to welcoming new shareholders to join us on our journey Lulu’s success and our enthusiasm for the future.”
For his part, Saifuddin Rupawala, CEO and member of the Board of Directors, said: “The brand is distinguished Lulu Trading A leading position in Retail sector In the GCC, we are very proud to conduct this initial public offering today. Lulu has evolved over the past 50 years, from a single store in Abu Dhabi to the largest retailer in the GCC by market share and the fastest growing company on a large scale in the Kingdom. Saudi Arabia. Lulu provides its services to more than 600,000 shoppers daily, and supplies its products from 85 countries, ensuring the consolidation of our leading position in all GCC markets and our ability to provide more than 200,000 products, to meet all the diverse requirements of our customers.”
He added: “Lulu is distinguished by its huge business volume with a proven track record of achieving strong growth in revenues and high profit margins, in addition to adopting a clear growth strategy based on enhancing and providing greater value from our current stores, expanding our store network, achieving operational efficiencies and increasing the group’s own brand products at a high level.” Value and enhancing the scope of loyalty programs With a market opportunity worth $100 billion in the retail sector in the GCC countries over the next five years, and our business in Saudi Arabia poised to achieve further growth, we are confident that Lulu will remain a destination “where.” “The world comes to shop.”
Dividend policy and capital structure
Lulu Retail Group strives to maintain a total percentage of dividends to 75% of the annual distributable profits after deducting taxes, to be paid semi-annually after approving and publishing the results for the relevant periods, provided that the applicable financial rules, internal and external conditions are adhered to, and according to Applicable legal obligations.
The group aims to pay dividends for the six months ending on December 31, 2024 in the first half of 2025.
• The goal of the company’s dividend policy is to establish the rules of fairness, sustainability and consistency in the distribution of profits to shareholders.
• The company’s ability to distribute dividends depends on a number of factors, and there is no guarantee that the company will distribute dividends at all, or the amount of those dividends if they are distributed. Any decision regarding the declaration and payment of dividends in the future will be made at the discretion of the Company’s Board of Directors (“Board”, each member being referred to as a “Director”).
Offering details
Lulu Retail expects to offer 25%, or 2,582,226,338 ordinary shares, of the total issued shares in the company’s capital. The selling shareholder reserves the right to modify the size of the offering at any time before the end of the subscription period in accordance with his absolute discretion, in accordance with the laws in force in the United Arab Emirates and after obtaining the approval of the Securities and Commodities Authority.
The offering consists of:
• First Tranche: A public offering (the “UAE Retail Offering”) to individual investors and other investors in the UAE (as defined in the UAE Prospectus) including eligible Group employees (as defined in the UAE Subscription Prospectus). Described in the prospectus for the subscription in the United Arab Emirates).
• The second tranche: an offering to professional investors, as specified in the prospectus in the United Arab Emirates and referred to as “qualified investors” subscribers.
• Third Tranche: An offering to qualified senior executives of the group (as defined in the prospectus in the United Arab Emirates) and is referred to as the “Dedicated Offering to Senior Executives.”
The subscription period begins on Monday, October 28, 2024 and ends on Tuesday, November 5, 2024 for individual investors in the United Arab Emirates, professional investors, and qualified executives.
The final offering price per share (“Offering Price”) will be determined by and after the completion of the price construction process. Investors participating in the offering from qualified individuals and employees in the United Arab Emirates will subscribe to the shares according to the offering price.
The subscription process and acceptance of the shares are currently expected to be completed on or about Wednesday, November 14, subject to market conditions and following the receipt of relevant regulatory approvals in the UAE, including approval to accept the listing and trading of the shares on the Abu Dhabi Securities Exchange. Finance.
All offering shares are being offered by the selling shareholder who, prior to the offering, owned 100% of the capital of Lulu Retail Company. The selling shareholder will receive the net proceeds resulting from the offering, and the selling shareholder will bear all costs of the offering.
In accordance with the terms of the Underwriting Agreement to be entered into between the Company, the Selling Shareholder and the Joint Bookrunners prior to the Listing (the “Covering Undertaking Agreement”), the Shares held by the Selling Shareholder will be subject to a lock-up period for a period beginning on the Listing Date and ending 180 calendar days after the Listing Date (the “Listing Period”). ban”). The company is also subject to the ban period as described in the prospectus.
Abu Dhabi Commercial Bank, Citigroup Global Markets Limited, Emirates NBD Capital and HSBC Bank Middle East Limited have been appointed as global coordinators and joint bookrunners. Al Rajhi Capital, EFG Hermes UAE LLC (jointly with EFG Hermes UAE LLC), First Abu Dhabi Bank, Goldman Sachs International and International Securities Limited have been appointed as joint bookrunners for the offering.
Mullis & Company UK Limited Liability Partnership (DIFC Branch) has been appointed as the independent financial advisor.
Abu Dhabi Commercial Bank, EFG Hermes UAE, Emirates NBD Capital, First Abu Dhabi Bank and HSBC Bank Middle East Limited have been appointed as joint lead managers.
Abu Dhabi Commercial Bank PJSC and First Abu Dhabi Bank PJSC have been appointed as the lead receiving banks. Dubai Islamic Bank PJSC, Emirates Islamic Bank PJSC, Emirates NBD Bank PJSC and Mashreq Bank PJSC were also appointed as receiving banks.
Bank Sohar International SAOG, Gulf Bank K.S.C.P., National Investments Company K.S.C.P., and SICO K.S.C. have been appointed. (m) As joint banks.
Neither HSBC Bank Middle East Limited nor any of its affiliates is involved in the marketing or management of any aspect of the offering to retail investors in the UAE for natural persons.