Frequently Asked Questions


1. Why have the boards of Bayanat and Yahsat recommended this merger, and what will the new entity look like?

Bringing together Bayanat and Yahsat will create one of the most valuable publicly listed space-tech companies in the world by market capitalization, with additional potential for global growth and synergies. 

The combined entity will create a vertically integrated leading provider of AI-powered geospatial and mobility solutions, satellite communications and business intelligence. It will establish a platform for transformative technologies to enable space-based services with significant impact on societies and economies. Finally, the combined entity will yield considerable revenue synergies and economies of scale, and will best position the organisation for innovation and profitable growth 

With a strengthened financial position, the combined entity will adopt a financial framework that balances investment for strong profitable growth and capital returns to shareholders. Underpinning this framework will be the combined entity's strengthened financial position along with a predictable, secure and long-term cash flow profile.  

Additional information about the transaction rationale will be published in due course in the Shareholder Circular.

2. What does this mean for me as a shareholder of Bayanat or Yahsat?

The proposed transaction will be executed through a share swap with Bayanat as the remaining legal entity. 

Bayanat shareholders will own approximately 54% and Yahsat shareholders approximately 46% of the combined entity, which will be one of the most valuable publicly listed space company in the world by market capitalization, with additional potential for global growth and synergies. 

This means you will become a shareholder in an AI-powered space technology champion with a strengthened financial position, enhanced technological capabilities and a diversified product portfolio. Furthermore, the combined entity will benefit from long-term value creation opportunities through a strong platform for growth with considerable revenue synergies and economies of scale.  

Yahsat’s shares will be delisted from the Abu Dhabi Securities Exchange on the effective date of the merger, which is expected to be in the second half of 2024.

Until the effective date of the merger, Bayanat and Yahsat will operate as separate entities with separate listings on the Abu Securities Exchange and managed by their existing leadership teams.

3. Do I need to take any action?

The merger is subject to a number of conditions, including the approval of both Bayanat and Yahsat shareholders and regulatory approvals from governmental authorities such as the Securities and Commodities Authority and the ADGM Registration Authority.  

As a Bayanat or Yahsat shareholder, you will be required to vote on the proposed merger at a general assembly meeting, which is expected to be held during the first quarter of 2024.

The quorum required for the general assembly meeting of Bayanat is two shareholders. If this is not achieved, a subsequent meeting will be convened, which will require a quorum of at least one shareholder. 

The quorum required for the General Assembly Meeting of Yahsat is shareholders representing at least 50% of share capital. If this is not achieved, a subsequent meeting will be convened, which will require a quorum of at least one shareholder. 

For both Bayanat and Yahsat’s general assembly meetings, we require a minimum of 75% of our shareholders (by number of shares owned) represented at the meeting to approve the merger.

The merger is subject to regulatory and other approvals as well as shareholder approval. We will also be seeking necessary clearances in the markets in which we operate in.

4. What are the key dates?

Q1 2024 – Distribution of the shareholder circular on the proposed merger.

Q1 2024 – Bayanat and Yahsat General Assembly Meetings.

Q1 2024 – Filing of Special Resolutions.

H2 2024 – Expected effective merger date. 

5. When will the combined entity start reporting results?

The merger is expected to become effective in the second half of 2024, after which the combined entity will report financial results in line with the regular requirements of a listed company.

6. What are the expected financial projections for the combined entity?

It would be premature to provide specific financial guidance at this stage. 

However, we expect the combined entity to benefit from considerable revenue synergies and economies of scale as well as a stronger financial position to pursue growth opportunities.

The proposed merger will create an AI-powered space technology champion in the MENA region with an implied market capitalization of over AED 15 billion (over USD 4 billion), based on both entities’ closing share prices as at 18 December 2023, a free float of 21% and a financial framework that balances investment for strong profitable growth and capital returns to shareholders. 

7. As a Yahsat shareholder, how will my dividends for this year be impacted? Will the new entity institute a new dividend policy?

Until the effective date of the merger, Bayanat and Yahsat will operate as separate entities with separate listings on the Abu Securities Exchange and managed by their existing leadership teams. 

Following completion, the combined entity will adopt a financial framework that balances investment for strong profitable growth and capital returns to shareholders. Underpinning this framework will be the combined entity' strengthened financial position, along with a predictable, secure and long-term cash flow profile.