Photo: Tomaso Rodriguez, Chief Executive Officer of talabat.
Talabat Holding plc (“talabat” or the “Company”), the leading on-demand online food ordering, delivery, takeaway and groceries and convenience retail marketplace in the MENA region, today announces its intention to proceed with an initial public offering (the “IPO” or the “Offering”) and to list its ordinary shares (the “Shares”) for trading on the Dubai Financial Market (“DFM”).
KEY HIGHLIGHTS OF THE OFFERING
- A total of 3,493,236,093 Shares, each with a nominal value of AED 0.04, will be made available in the Offering, representing 15% of the Company’s total issued share capital.
- All Shares to be offered are existing shares held by the Company’s sole shareholder, Delivery Hero MENA Holding GmbH (the “Selling Shareholder”), a wholly-owned subsidiary of Delivery Hero SE (“Delivery Hero”), a German public company listed on the Frankfurt Stock Exchange.
- The Offering will be made available to UAE Retail Investors, including Eligible Employees of talabat as part of the UAE Retail Offering or First Tranche (as defined below) as well as to Professional Investors outside the United States, including the UAE, as part of the Qualified Investor Offering or Second Tranche (as defined below).
- The subscription period will open on 19 November 2024 and end on 27 November 2024 for UAE Retail Investors and on 28 November 2024 for Professional Investors.
- The Offer Price will be determined through a book building process during the subscription period.
- The Internal Shariah Supervision Committee of Emirates NBD Bank PJSC has issued a Shariah pronouncement confirming that, in its view, the Offering is compliant with Shariah principles. Investors should undertake their own due diligence to ensure that the Offering is compliant with Shariah principles for their own purposes.
- Admission of the Shares to trading on DFM (“Admission”) is expected to take place on or around 10 December 2024.
CAPITAL STRUCTURE AND DIVIDEND POLICY
- The share capital of the Company, as at the publication date of the UAE Prospectus, has been set at AED 931,529,625 divided into 23,288,240,625 Shares paid-in-full, with the nominal value of each Share being AED 0.04.
- Following the Offering, the Company intends to pay a minimum dividend in an amount of AED 367.25 million (equivalent to USD 100 million) in April 2025 in respect of the financial results of the fourth quarter of 2024. The Company intends to pay a minimum dividend in the amount of AED 1,469 million (equivalent to USD 400 million) in two instalments in October 2025 and April 2026 in respect of the financial results for the year ending 31 December 2025.
- Following such distribution, the Company intends to pay dividends twice each calendar year, with an interim payment based on the first-half financial results being paid in October of that calendar year, and a second payment following full-year financial results being paid in April of the following calendar year, in each case with a target net income payout of 90%.
- The dividend policy is designed to reflect the Company’s expectation of strong cash flow and expected long-term earnings potential, while allowing talabat to retain sufficient capital to fund ongoing operating requirements and continued investment for long-term growth.
- The planned 2024 and 2025 dividends and the dividend policy are subject to the consideration of the Company’s board of directors (“Board of Directors”) of the cash management requirements of the Company’s business for operating expenses, financing expenses and anticipated capital expenditures. In addition, talabat expects that the Board of Directors will also consider market conditions, the then-current operating environment in the Company’s markets, and the Board of Directors’ outlook for the Company’s business.
Commenting on the intended Offering, Pieter-Jan Vandepitte, Chairperson of talabat, said: “Announcing talabat’s intention to float a 15% stake on DFM is a defining moment for talabat and for Delivery Hero. Since Delivery Hero’s acquisition of talabat in 2015, it has become a major MENA tech success story, growing into the leading on-demand food ordering, delivery, takeaway and groceries and convenience retail marketplace and creating amazing experiences and value for partners and customers across the region. With its unmatched scale, strong MENA heritage and multi-category leadership, talabat is strategically positioned to seize the opportunity in its markets. Delivery Hero’s global expertise and network have been pivotal in driving talabat’s growth and as the Company enters a new era today, we believe now is the right time for additional investors to play a part in talabat’s continuing success and future.”
Tomaso Rodriguez, Chief Executive Officer of talabat, said: “It gives us great pleasure to announce our intention to proceed with talabat’s IPO. Having begun our story in 2004 out of Kuwait, talabat has since transformed into a home-grown technology-driven food, groceries and retail delivery champion with deep local roots. Today, we are the leading MENA partner of choice for over 65,000 restaurant and grocery businesses, satisfying the everyday needs of over six million monthly active customers, across our eight regional markets. Our deep familiarity with a region that is experiencing strong economic and demographic growth has resulted in a robust financial profile with GMV of USD 6.1 billion in 2023, a 24% CAGR between 2021-2023, and adjusted free cash flow of over USD 300 million in 2023.[1]”
“As we look into the future, our medium-term outlook reflects multiple growth levers and favourable socioeconomic conditions. With a clear growth strategy and a highly experienced team in place, we are excited to be entering this new chapter of our story, which will see us continue to proudly deliver to the region that delivers.”
OVERVIEW OF TALABAT
talabat is the leading on-demand online food ordering, delivery, takeaway and groceries and convenience retail marketplace in the MENA region, with operations in the UAE, Kuwait, Qatar, Bahrain, Egypt, Oman, Jordan, and Iraq. The Company’s marketplace benefits from powerful network effects, with each constituent of talabat’s three-sided marketplace (customers, partners and riders) contributing to its growth flywheel. For the month of September 2024, talabat’s platform had more than 6 million active customers, more than 65,000 active restaurants and other groceries and retail vendors (who are collectively referred to as “Partners”) and more than 119,000 active riders.
talabat’s online platform provides a convenient, personalised, and simple way of ordering food, groceries, and other convenience products from a wide selection of Partners. Through talabat’s online food ordering offering (the “Food Vertical”), customers order food from Partner restaurants (“Restaurants”). Through the Company’s groceries and convenience retail offering (the “Groceries and Retail Vertical”), customers are provided with access to everyday essentials, including but not limited to groceries, pharmacy products, beverages, snacks, household items, and personal care products, primarily sourced from various local Partners, such as grocery stores, pharmacies, and flower shops (“Local Shops”), and through talabat’s own warehousing and distribution centres designed for the fulfilment of online, on-demand orders of convenience products and groceries (“tMarts”).
Underpinning talabat’s online offering is its pioneering and scalable logistics and service technology stack, aimed at transforming the ordering, delivery and takeaway market by automating and personalising all aspects of order placement, processing, fulfilment, delivery and support, to provide a superior experience for Partners, customers and riders.
