ABU DHABI, UAE – Bayanat AI PLC (Bayanat), an AI-powered geospatial solutions provider, and Al Yah Satellite Communications Company (Yahsat), a global satellite operator, announced on Tuesday that their respective Boards of Directors have unanimously voted to recommend a merger of the two entities.
The proposed merger will create an AI-powered space technology champion in the MENA region with an implied market capitalization of over US$4 billion (AED15 billion), based on both entities’ closing share prices as of December 18 2023, the last day of trading prior to the announcement of the merger.
This would make it one of the most valuable publicly listed space companies in the world by market capitalization, with additional potential for significant global growth and synergies.
The combined entity will be vertically integrated and optimally positioned to capture regional and international opportunities in geospatial and mobility solutions, satellite communications and business intelligence.
With a strengthened financial position, enhanced AI-powered technological capabilities and a diversified product portfolio, the combination will establish a platform for transformative technologies to enable space-based services with significant impact on societies and economies.
Moreover, it is expected to benefit from considerable revenue synergies and economies of scale to best position the organization for innovation and profitable growth.
The proposed transaction will be executed through a share swap with Bayanat as the remaining legal entity.
Bayanat shareholders will own approximately 54 percent and Yahsat shareholders about 46 percent of the combined entity.
Bayanat and Yahsat have each, in line with international best practice, obtained independent fairness opinions from Houlihan Lokey and FTI Capital Advisors (respectively).
Group 42 (G42), Mubadala Investment Company (Mubadala) and International Holding Company (IHC) will own approximately 42 percent, 29 percent and 8 percent of the combined entity, respectively.
Tareq Al Hosani, Chairman of Bayanat, said, “Together, we will leverage our key synergies to reinforce our position as a key engine of growth and strategic solutions provider to the UAE government and its agencies while expanding our reach to global customers.”
Musabbeh Al Kaabi, Chairman of Yahsat, said, “The enlarged entity will benefit from accelerated growth potential as a player of scale with enhanced competitive advantage.”
He said, “This growth will be driven by our access to high-growth markets via cutting-edge technologies, an increased base of local and global customers, and strong financials that allow us to pursue more ambitious growth opportunities.”
He added, “We look forward to working together to realise our shared ambition.”
The merger is subject to a number of conditions, including regulatory approvals from governmental authorities, including the Securities and Commodities Authority and the ADGM Registration Authority.
They also need the approval of shareholders representing 75 percent of the voting rights present and voting at a quorate general assembly meeting of each Bayanat and Yahsat.
Both the firms are Abu Dhabi-headquartered and ADX-listed.
Bayanat and Yahsat will continue to operate independently until the merger is effective, which is expected to take place in the second half of 2024.