ADNOC and ADPF sign strategic real estate investment partnership

Agreement is ADPF’s largest single transaction to date with ADNOC

The Abu Dhabi National Oil Company (ADNOC) has announced today that it has signed and completed a strategic real estate investment partnership with Abu Dhabi Pension Fund (ADPF), marking ADPF’s third successive energy infrastructure and real estate asset partnership with ADNOC, and it’s largest single transaction to date with the oil giant.

The ADPF partnership follows the announcement by ADNOC in September 2020 that it had entered into a long-term strategic investment with accounts and entities owned and/or advised by Apollo Global Management Inc. and its subsidiaries, one of the world’s largest alternative investment managers, and a group of institutional investors, for an underlying real estate portfolio valued at $5.5 billion.

Under the terms of the agreement, ADPF will acquire a 31% holding in Abu Dhabi Energy Real Estate Company – Sole Proprietorship LLC, the company created to hold ADNOC’s 51% stake in Abu Dhabi Property Leasing Holding Company RSC Limited (henceforth referred to as “ADPLHC”), for a consideration of $900 million.

ADPLHC was created to leverage rental income streams from select ADNOC real estate assets under a 24-year master lease agreement. ADPLHC holds long-term leasehold interests underpinned by a sizeable, diversified portfolio of ADNOC real estate assets located across the Emirate of Abu Dhabi.

Following the completion of the transaction, ADNOC will hold 69% and ADPF 31% of ADEREC, whilst Apollo and its subsidiaries will continue to directly hold 49% of ADPLHC. ADNOC will maintain full ownership and control over the select real estate and social infrastructure assets, as well as responsibility for all operations and maintenance.

Commenting on the transaction, His Excellency Dr. Sultan Al Jaber, UAE Minister of Industry and Advanced Technology and ADNOC Group CEO, said: “We are delighted to once again partner with the Abu Dhabi Pension Fund, the custodian and long-term investor of the UAE’s citizens savings. This innovative partnership reinforces ADNOC’s ability to unlock and drive incremental value from our unique energy infrastructure and real estate asset base, while simultaneously creating attractive opportunities for the long-term financial well-being of the United Arab Emirates.

“The creation of our real estate investment partnership with Apollo last year enabled ADNOC to monetize its non-oil and gas strategic infrastructure assets and reinvest the proceeds into our core business to deliver further growth. The partnership structure continues to ensure that ADNOC maintains full ownership and control over our real estate assets, while further strengthening our balance sheet and allowing for greater capital flexibility.”

For ADPF, this new investment presents another opportunity to access high-quality lease assets with superior, risk-adjusted returns and income profiles, and lock in long-term, recurring and stable cashflows. The portfolio of assets is expected to achieve strong future occupancy and rental rates.

His Excellency Jassim Buatabh, Chairman of the Board of Directors of the Abu Dhabi Pension Fund, said that this agreement is another example of the fruitful cooperation with ADNOC and is a continuation of the Fund’s efforts to build strong and diversified investment partnerships locally and internationally.

“We are pleased to expand our partnership with ADNOC, one of the most important national companies that contribute to boosting the economic growth in the Emirate of Abu Dhabi. This agreement aligns with the Fund’s investment strategy, aimed at investing in high-quality diversified portfolios to achieve the maximum possible value,” said Jassim Buatabh.

Since announcing the expansion of its partnership and investment model and its assets and capital optimization in 2017, ADNOC has entered the debt capital markets for the first time, issuing a $3 billion bond backed by the Abu Dhabi Crude Oil Pipeline; partially floated ADNOC Distribution, the first-ever IPO of an ADNOC Group company; and entered into several strategic investment partnerships in its drilling, refining, fertilizer and trading businesses, amongst others. ADNOC has also closed landmark investment partnerships with leading global institutional investors and operators in its oil and gas pipeline infrastructure.


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