Bourse tie-up gives private equity an exit


Sarmad Khan
  • English
  • Arabic

The pending merger of the Dubai Financial Market (DFM) and NASDAQ Dubai appears to create a loophole that will allow private equity firms to unlock the value of their investments. NASDAQ Dubai requires a company to float only 25 per cent to go public on that exchange. The DFM has a 55 per cent flotation threshold for companies to be listed there.

After NASDAQ's merger with the DFM, NASDAQ-listed companies that went public with a 25 per cent flotation would be able to trade on the DFM without meeting its higher flotation requirement. The merger allows companies to have the best of both worlds - a lower flotation and access to greater liquidity. "If the valuations are right we probably will consider a listing in the future," said Raza Jafar, the vice chairman of Emirates Investment Group.

Anis Bibi, the executive director at Shuaa Partners, the private equity arm of Shuaa Capital, expressed similar sentiments. "If the mechanism works, everyone including ourselves will consider this as a valid exit route," Mr Bibi said. Private equity firms in the region were in buying mode for years but are now under pressure to exit their boom-time investments. But poor market conditions and the lack of liquidity since the onset of the financial crisis in the autumn of 2008 have made it difficult for them to cash out.

"The possibility of strategic sales, or partners buying out other shareholders, is limited. We don't really see acquisition financing market opening up," said Sanjay Vig, the managing director at Alpen Capital in Dubai. Mr Vig's company represents more than 50 family-owned companies in the region. "Our advice to clients is that if they are looking to divest, an initial public offering is a better market." Alpen Capital last week received formal approval to advise companies looking to list on NASDAQ Dubai, he said. The new option became possible because of the DFM's takeover of NASDAQ Dubai. The DFM has delivered two thirds of the purchase price and said last week the deal would be finalised "in due course" after the back-office operations were consolidated.

The listing loophole was first presented publicly last week, when Khalid Kalban, the chief executive of Dubai Investments, told Bloomberg that he hoped to list 30 per cent of his company's private equity unit, M'Sharie, on NASDAQ Dubai and trade on the DFM. A DFM official confirmed last week that NASDAQ Dubai shares would be traded through the DFM platform, even though they would not technically be listed on DFM.

Initial public offerings have slowed dramatically across the Gulf after peaking in 2007. There have not been any in the UAE this year and even with the new option, investors and analysts do not see any listings as likely before the middle of next year. "There is pressure on private equity to exit investments but they are also pressured to get the right valuations, which I don't think will improve before the middle of next year," Mr Jafar said.

And since there is hardly any risk appetite in the market, analysts see only high-quality assets receiving investor attention. Still, buyout firms welcome the potential new source of capital. The private sector has struggled to raise funds from the debt market, so the sale of shares on favourable valuations could be welcome. "This offers a very good opportunity for private investors. It's an opportunity to exit and grow businesses," Mr Jafar said.

skhan@thenational.ae

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Juliet, Naked
Dir: Jesse Peretz
Starring: Chris O'Dowd, Rose Byrne, Ethan Hawke​​​​​​​
​​​​​​​Two stars

Start-up hopes to end Japan's love affair with cash

Across most of Asia, people pay for taxi rides, restaurant meals and merchandise with smartphone-readable barcodes — except in Japan, where cash still rules. Now, as the country’s biggest web companies race to dominate the payments market, one Tokyo-based startup says it has a fighting chance to win with its QR app.

Origami had a head start when it introduced a QR-code payment service in late 2015 and has since signed up fast-food chain KFC, Tokyo’s largest cab company Nihon Kotsu and convenience store operator Lawson. The company raised $66 million in September to expand nationwide and plans to more than double its staff of about 100 employees, says founder Yoshiki Yasui.

Origami is betting that stores, which until now relied on direct mail and email newsletters, will pay for the ability to reach customers on their smartphones. For example, a hair salon using Origami’s payment app would be able to send a message to past customers with a coupon for their next haircut.

Quick Response codes, the dotted squares that can be read by smartphone cameras, were invented in the 1990s by a unit of Toyota Motor to track automotive parts. But when the Japanese pioneered digital payments almost two decades ago with contactless cards for train fares, they chose the so-called near-field communications technology. The high cost of rolling out NFC payments, convenient ATMs and a culture where lost wallets are often returned have all been cited as reasons why cash remains king in the archipelago. In China, however, QR codes dominate.

Cashless payments, which includes credit cards, accounted for just 20 per cent of total consumer spending in Japan during 2016, compared with 60 per cent in China and 89 per cent in South Korea, according to a report by the Bank of Japan.

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The Saga Continues

Wu-Tang Clan

(36 Chambers / Entertainment One)

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UAE currency: the story behind the money in your pockets
Ten tax points to be aware of in 2026

1. Domestic VAT refund amendments: request your refund within five years

If a business does not apply for the refund on time, they lose their credit.

2. E-invoicing in the UAE

Businesses should continue preparing for the implementation of e-invoicing in the UAE, with 2026 a preparation and transition period ahead of phased mandatory adoption. 

3. More tax audits

Tax authorities are increasingly using data already available across multiple filings to identify audit risks. 

4. More beneficial VAT and excise tax penalty regime

Tax disputes are expected to become more frequent and more structured, with clearer administrative objection and appeal processes. The UAE has adopted a new penalty regime for VAT and excise disputes, which now mirrors the penalty regime for corporate tax.

5. Greater emphasis on statutory audit

There is a greater need for the accuracy of financial statements. The International Financial Reporting Standards standards need to be strictly adhered to and, as a result, the quality of the audits will need to increase.

6. Further transfer pricing enforcement

Transfer pricing enforcement, which refers to the practice of establishing prices for internal transactions between related entities, is expected to broaden in scope. The UAE will shortly open the possibility to negotiate advance pricing agreements, or essentially rulings for transfer pricing purposes. 

7. Limited time periods for audits

Recent amendments also introduce a default five-year limitation period for tax audits and assessments, subject to specific statutory exceptions. While the standard audit and assessment period is five years, this may be extended to up to 15 years in cases involving fraud or tax evasion. 

8. Pillar 2 implementation 

Many multinational groups will begin to feel the practical effect of the Domestic Minimum Top-Up Tax (DMTT), the UAE's implementation of the OECD’s global minimum tax under Pillar 2. While the rules apply for financial years starting on or after January 1, 2025, it is 2026 that marks the transition to an operational phase.

9. Reduced compliance obligations for imported goods and services

Businesses that apply the reverse-charge mechanism for VAT purposes in the UAE may benefit from reduced compliance obligations. 

10. Substance and CbC reporting focus

Tax authorities are expected to continue strengthening the enforcement of economic substance and Country-by-Country (CbC) reporting frameworks. In the UAE, these regimes are increasingly being used as risk-assessment tools, providing tax authorities with a comprehensive view of multinational groups’ global footprints and enabling them to assess whether profits are aligned with real economic activity. 

Contributed by Thomas Vanhee and Hend Rashwan, Aurifer

Tank warfare

Lt Gen Erik Petersen, deputy chief of programs, US Army, has argued it took a “three decade holiday” on modernising tanks. 

“There clearly remains a significant armoured heavy ground manoeuvre threat in this world and maintaining a world class armoured force is absolutely vital,” the general said in London last week.

“We are developing next generation capabilities to compete with and deter adversaries to prevent opportunism or miscalculation, and, if necessary, defeat any foe decisively.”