Abu Dhabi National Oil Company’s USD 1.64 Billion Capital Raise

Allen & Overy has advised the global coordinators and bookrunners on the deal. Shearman & Sterling advised ADNOC.

The deal involved the simultaneous (i) offering by Abu Dhabi National Oil Company (“ADNOC”) of approximately 375 million shares in ADNOC Distribution PJSC through an accelerated equity offering process (the “Share Offering”), representing approximately 3% of the registered share capital of ADNOC Distribution and (ii) issuance by ADNOC of approximately USD 1.195 billion of senior unsecured bonds due 2024 that are exchangeable into existing shares of ADNOC Distribution constituting approximately 7% of the registered share capital of ADNOC Distribution under certain conditions (the “Exchangeable Bond Offering”).
In total, the combined offering resulted in proceeds of USD 1.64 billion for ADNOC. Significant demand came from regional and international investors, reinforcing the attractiveness of ADNOC Distribution and bringing new foreign direct investment into the UAE. 

The deal structure has the potential to increase the free float of ADNOC Distribution to 30% assuming the exchangeable bonds are exchanged and settled in shares, in line with commitments made by ADNOC at the time of ADNOC Distribution’s IPO in December 2017.

Citigroup Global Markets Limited and First Abu Dhabi Bank PJSC acted as the Joint Global Coordinators and Joint Bookrunners for the Share Offering. Citigroup Global Markets Limited acted as the Global Coordinator and Bookrunner, with Abu Dhabi Commercial Bank PJSC and First Abu Dhabi Bank PJSC acting as Co-Bookrunners, for the Exchangeable Bond Offering.

The cross border Allen & Overy team was led by Middle East and Turkey regional managing partner Khalid Garousha (Picture), with support from London based ICM partners Jamie Durham and Jeff Hendrickson and ICM associate Maggie Casteel. 

Involved fees earner: Maggie Casteel – Allen & Overy; Jamie Durham – Allen & Overy; Khalid Garousha – Allen & Overy; Jeff Hendrickson – Allen & Overy;

Law Firms: Allen & Overy;

Clients: Citigroup Global Markets Ltd; First Abu Dhabi Bank PJSC;

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