“This merger will unite two leading home-grown companies to create the MENA region’s first AI-powered space technology company. Leveraging our complementary assets, capabilities and ambitions will allow us to expand across the space value chain and offer an unparalleled service to our combined customer base. 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.”
H.E. Tareq Al Hosani, Chairman of Bayanat
"The merger is a compelling opportunity to amplify value creation for shareholders, utilizing synergies and strategic consolidation to create a technologically advanced champion, further reinforcing the UAE’s position as a leader in the AI and space sectors. The enlarged entity will benefit from accelerated growth potential as a player of scale with enhanced competitive advantage. This growth will be driven by our access to high-growth markets via cutting-edge technologies and an increased base of local and global customers, in addition to strong financials that allow us to pursue more ambitious growth opportunities. We look forward to working together for the realisation of our shared ambition.”
Musabbeh Al Kaabi, Chairman of Yahsat
"I look forward to joining the proposed merged entity and am thrilled by the opportunity to create the first AI-powered space technology champion with global potential. I have known both businesses over the years, as they developed excellent capabilities covering geospatial and mobility solutions, satellite communications and business intelligence. The proposed combination will yield an AI-powered platform for transformative technologies to enable space-based services with significant impact on societies and economies.”
Karim Michel Sabbagh, Managing Director of Space42
2023
LEGAL
Shareholders in Bayanat and Yahsat should not exercise voting rights at the general assembly meeting of Bayanat or the general assembly meeting of Yahsat respectively, except on the basis of information in the shareholder circular to be published in due course in connection with the transaction (the “Shareholder Circular”). The Shareholder Circular will include a discussion of certain risk factors which should be taken into account when considering whether to vote in favour of the resolutions to be considered at the Bayanat and Yahsat general assembly meetings to be convened to approve the transaction and certain related matters. While reasonable efforts have been made to ensure the accuracy of the information contained on this microsite as at the date of publication, it is not intended to be, nor should it be construed as, a substitute for the Shareholder Circular and undue reliance should not be placed on such information. Neither Bayanat nor Yahsat accept any responsibility to correct or update the information contained on this microsite save to the extent required by applicable law or regulation. No person should construe the information contained on this microsite as legal, financial or tax advice.
Instructions to shareholders of Bayanat and Yahsat as to how to attend and vote in respect of the transaction at the general assembly meetings will be contained in the Shareholder Circular and in the Chairmen's letter (the “Chairmen's Letter”) to be posted to shareholders in due course. The Shareholder Circular will be made available to view in due course in accordance with applicable laws and hard copies of the Shareholder Circular will be available (without charge) from the offices of each of Bayanat (in the case of Bayanat shareholders) and Yahsat (in the case of Yahsat shareholders).
The following documents will be sent to shareholders of Bayanat and Yahsat: the Chairmen's Letter (which will include the notice of the general assembly meeting of Bayanat to be convened for the purpose of, amongst other things, approving the transaction (the “Bayanat GAM”) and the notice of the general assembly meeting of Yahsat to be convened for the purpose of, amongst other things, approving the transaction (the “Yahsat GAM”)) and a form of proxy in respect of the Bayanat GAM (in the case of Bayanat shareholders) or the Yahsat GAM (in the case of Yahsat shareholders).
The information contained on this microsite is not intended to and does not constitute, or form part of, an offer to acquire, issue or sell or an invitation to acquire, subscribe for or sell any securities or the solicitation of any vote or approval in any jurisdiction in connection with or pursuant to the transaction or otherwise, nor will there be any acquisition, issue, sale, subscription or transfer of the securities referred to in this microsite in any jurisdiction, in contravention of applicable law or regulation. The Shareholder Circular will contain the full terms and conditions of the transaction, including details of how to vote at the Bayanat GAM and the Yahsat GAM. Any vote or other response to the transaction should be made only on the basis of such document.
The publication or distribution of the information in this microsite in jurisdictions other than the UAE may be restricted by law and/or regulation and therefore any persons who are subject to the laws and regulations of any jurisdiction other than the UAE should inform themselves about, and observe, any applicable requirements. Any failure to comply with the applicable requirements may constitute a violation of the laws and/or regulations of any such jurisdiction.
Nothing contained in this microsite is intended to be or shall be deemed to be a forecast, projection or estimate of the future financial performance of Bayanat or Yahsat and no statement in this microsite should be interpreted to mean that earnings per share for current or future financial periods of Bayanat or Yahsat will necessarily match or exceed historical published earnings per share.