ADNOC launches major share offering of 222 million shares to boost ADNOC L&S liquidity

  • 2025-08-28 23:12:37

Abu Dhabi National Oil Company (ADNOC) PJSC (ADNOC), the current majority shareholder owning 81 percent of the ordinary shares in ADNOC L&S (ADNOC L&S or the Company), has announced its intention to offer up to 222 million ordinary shares (the Shares), representing approximately 3 percent of the issued and outstanding share capital of ADNOC L&S (the Offering). This will be conducted through a bookbuild offering targeted at specific eligible institutional investors, in accordance with Rule 144A and Regulation S of the U.S. Securities Act of 1933, as amended (the U.S. Securities Act).

The Offering is exclusively available to Professional Investors (as defined by the UAE Securities and Commodities Authority (SCA)) within the United Arab Emirates (UAE) and institutional investors beyond its borders, and will not be accessible to the general public in the UAE or any other jurisdiction. The bookbuilding period for the Offering is set to commence immediately and is anticipated to conclude just before the market opens on August 29, 2025, pending any acceleration. The final number of Shares to be allocated and the offering price will be determined at the close of the bookbuilding process. The conclusive terms of the Offering are expected to be disclosed following the completion of this process. Settlement of the Offering is projected to take place on or around September 3, 2025.

Enhanced liquidity

This Offering enables ADNOC to divest a further stake in ADNOC L&S, thereby enhancing liquidity and trading of ADNOC L&S’s ordinary shares and broadening the company’s shareholder base. An increased free float is also anticipated to pave the way for inclusion in the MSCI Emerging Market Index, which could occur during the next quarterly review, contingent on ADNOC L&S satisfying all pertinent inclusion criteria. Should ADNOC L&S gain inclusion in the MSCI index, it is likely to bolster the diversification of the company’s investor base and elevate awareness of its unique proposition as a leader in global energy maritime logistics.

Moreover, ADNOC L&S has reported record Q2 2025 results, with revenue soaring by 40 percent Year-over-Year (YoY) and EBITDA increasing by 31 percent YoY, exceeding market expectations. Integrated Logistics exhibited robust growth even amidst weaker markets, underscoring the value of the company’s strategic diversification and resilient business model. In line with this strong momentum, the company has upgraded its full-year guidance, reflecting its confidence in delivering long-term value to shareholders. Shares in ADNOC L&S held by ADNOC, the ultimate majority beneficiary, which are not sold in the Offering, will be subject to a six-month share sale lock-up period from the settlement date, with customary carve-outs. First Abu Dhabi Bank PJSC, J.P. Morgan Securities plc, International Securities LLC, BOCI Asia Limited, and China International Capital Corporation Hong Kong Securities Limited are serving as Joint Global Coordinators and Joint Bookrunners for the Offering.

Strong profit growth

Additionally, ADNOC L&S has reported a 14 percent year-over-year increase in net profit for Q2 2025, rising to $236 million, while net cash from operating activities increased by 27 percent year-on-year to $346 million, reflecting strong cash flow generation from operations, according to their Q2 2025 financial results detailed in the company’s earnings release and presentation. The company’s strategic fleet expansion is underway. The delivery of its second LNG carrier is expected in Q2 2025. Preparations are also in place to receive its first Very Large Ethane Carrier (VLEC). A third LNG carrier is scheduled for delivery in Q3 2025. This expansion further boosts ADNOC L&S’s earnings base supported by over $26 billion in contracted future income.

The company’s commitment to growth is underscored by a progressive dividend policy. A 5 percent increase is projected for FY2025, amounting to $287 million. This further reflects confidence in sustained cash flow and shareholder returns.

 

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