Dubai-based Emaar Properties and India-based MGF Group enter into partnership to make a voluntary conditional cash offer for Singapore-based RSH Limited

Major global real estate group Dubai-based Emaar Properties PJSC ('Emaar Properties') and one of India's leading real estate developers, the MGF group led by Mr Shravan Gupta ('MGF' or 'MGF Group'), through their joint venture company – Golden Ace Pte. Ltd. (the 'Offeror'), announced a voluntary conditional cash offer (the 'Offer') by the Offeror for RSH Limited ('RSH').

  • United Arab Emirates: Sunday, March 04 - 2007 at 14:01
  • PRESS RELEASE

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RSH is a leading pan-Asian marketer, distributor and retailer of sports, golf, active lifestyle and fashion products listed on the Main Board of the Singapore Exchange Securities Trading Limited (“SGX”). The company has carved out, through three decades of achievement, a retail network encompassing more than 28 different retail concepts and incorporating over 430 free-standing stores and 570 shops-in-shop in 12 countries. RSH has established a strong presence in four broad categories of lifestyle products, namely sports, golf, active lifestyle and fashion. The company also has the exclusive retail rights to operate top fashion brand-names including Zara, Massimo Dutti, Mango, bebe, Pull and Bear, Ted Baker and Women’Secret in numerous territories.

With an offer price of S$1.05 per share valuing RSH at approximately S$370 million, the Offer is conditional upon the Offeror receiving acceptances, which together with the shares held by the Offeror and its concert parties, will give the Offeror and its concert parties a stake of more than 76.076 percent of RSH (the “Condition”).

Commenting on the Offer, Mr Hussain Al Qemzi, Vice Chairman of Emaar Properties said,

“The economies of India, Middle East and Southeast Asia are booming, and in line with the economic growth, the retail sector presents substantial growth opportunities. Emaar Properties has embarked on a growth path through a two-pronged strategy of geographical expansion into diverse international markets and the development of new business segments, including retail, which is a strong component of that growth strategy. We have announced plans to establish, through our subsidiary Emaar Malls, an extensive infrastructure of over 150 malls across the Middle East and Indian sub-continent in the next few years. The Dubai Mall, the world’s largest mall, is the iconic flagship of Emaar Malls. We believe that with the acquisition of RSH, which is profitable and has a highly scalable distribution and retail business, we will be able to capitalise on the exciting growth prospects and be one step closer to achieving Emaar Properties’ Vision 2010 of becoming one of the most valuable companies in the world.”



The US$300 billion Indian retail market is expected to grow by 10 percent to reach US$427 billion by 2010, and by 2015, the total market value could reach US$637 billion . Retail sales across Asia Pacific are also expected to show continued growth at an average of 5 percent for the first half of 2007 . In the Middle East, it is predicted that the region’s retail industry is expected to reach US$500 billion by 2010 .

Mr Siddharth Gupta, Group Director of MGF added, “With operations in 12 countries in Asia Pacific and Middle East and exclusive distribution rights to over 60 world-renowned brand names, RSH will be an excellent strategic partner in our bid to kick-start our retail business. The world of fashion retail, which is a major thrust area for RSH, has a huge potential in India as the branded apparel industry is still in its infancy. We believe that RSH’s established retail network in the Indian subcontinent, Middle East and Southeast Asia and expertise in managing retail chains will be the catalyst that enable us to quickly gain a strong presence in the retail arena.”

“We are pleased that Mr Jagdev Singh Gill, currently the Chief Executive Officer of RSH, has agreed to stay with RSH as a non-executive adviser for a transitional period after the close of the Offer to ensure the immediate continuity of the business and business relationships of RSH post-Offer,” continued Mr Gupta. “Mr Gill has extensive experience and expertise in the retail industry and we are confident that with him as a non-executive adviser, the stability of RSH can be maintained.”

The Offeror is 30 percent owned by Emaar Retail LLC, a wholly-owned subsidiary of Emaar Malls Group LLC, which in turn is a wholly-owned subsidiary of Emaar Properties. The balance 70 percent is owned by Golden Focus Pte. Ltd., a wholly owned subsidiary of MGF Retail Private Limited, which is part of the MGF Group.

Mr Mohamed Ali Alabbar, Chairman of both Emaar Properties and RSH, who holds approximately 25.968 percent of RSH, has undertaken not to accept the Offer. Taking that into consideration, the Offeror has to-date received sufficient acceptance undertakings to fulfill the Condition. It is the present intention of the Offeror to maintain the listing status of RSH on the SGX.

The formal Offer Document will be dispatched to shareholders of RSH between 14 to 21 days from the date of the announcement of the Offer.

DBS Bank Ltd is the Financial Adviser and WongPartnership is the Legal Adviser for the Offer.

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Notes and media contacts

About Emaar Properties PJSC:
Emaar Properties PJSC is one of the world’s largest real estate companies and is rapidly evolving to become a global provider of premier lifestyles. Powered by its Vision 2010 to become one of the most valuable companies in the world, Emaar is charting a new course of growth with a two-pronged strategy of geographical expansion and business segmentation.

Replicating its successful business model in Dubai, Emaar is extending its expertise in creating master-planned communities to international markets. Emaar is also developing new competencies in retail, hospitality and leisure, education, healthcare, finance and industry, which have evolved from its integrated approach to customer service and property development.

Listed on the Dubai Financial Market, part of the Dow Jones Arabia Titans Index and certified to ISO9001:2000 for quality standards, Emaar is developing Burj Dubai, on its way to become the world’s tallest tower, and The Dubai Mall, the world’s largest shopping and entertainment destination. In Saudi Arabia, Emaar is developing King Abdullah Economic City, the Kingdom’s largest private sector project. Emaar’s portfolio currently covers the following countries: the UAE, Saudi Arabia, Jordan, Syria, Lebanon, Morocco, Turkey, Libya, India, Pakistan, the US and the UK.

A multiple-award winning developer, Emaar has strengthened its product sale competencies, market reach and best practices through strategic acquisitions and joint ventures. Emaar acquired John Laing Homes, America’s second largest privately held home builder; Hamptons International, UK’s premier real estate company; and formed a joint venture with Turner International to strengthen execution capabilities.

Emaar has joined hands with Giorgio Armani and Accor Hotels to strengthen its presence in hospitality, and will launch ten luxury resorts and hotels world-wide and 100 budget hotels in India. The company is opening educational institutions and healthcare centres in South Asia, Middle East and North Africa and the Subcontinent. Emaar acquired Singapore-based leading education provider, Raffles Campus, to extend expertise to its educational institutions.

Emaar holds 30 per cent equity in Dubai Bank, focused on retail and commercial banking. Emaar is also the largest shareholder in Amlak Finance, UAE's leading Islamic home financing company.

About MGF Retail:
MGF Retail is the latest foray of the MGF Group, with a focus on the niche portfolio of lifestyle products covering sports, golf, active lifestyle and fashion. The MGF Group, pioneers in the hire purchase and leasing business, has today become a name synonymous with real estate development across India. The MGF Group brings international expertise, cutting-edge technology and global scale of operations to deliver 100 percent satisfaction to its customers, clients and employees backing it with over seven decades of successful growth. The MGF Group is today an established player, leading the way in the area of commercial complexes, shopping malls and retail development. For further information, please visit www.mgfindia.com.

About RSH Limited:
RSH Limited has carved a retail network encompassing more than 28 different retail concepts and incorporating over 430 free-standing stores and 570 shops-in-shop in 12 countries. For sports, golf and active lifestyle, RSH Limited operates multi-brand retail chains such as Royal Sporting House, Golf House and Pro Shops; multi-brand specialty stores like Stadium by Royal Sporting House and Studio R; as well as single-brand concept stores such as Reebok, Nautica, Lacoste and Rockport. For fashion, RSH Limited has acquired, within two years, the exclusive retail rights to operate stores for top fashion brand-names including Zara, Massimo Dutti, Mango, bebe, Pull and Bear, Tag Heuer, Ted Baker and Women'Secret. In addition, RSH Limited has launched its very own ladies footwear chainstores, Novo, and the world’s first premier Indian fusion fashion and lifestyle store, Mumbai Se. For further information, please visit www.rshlimited.com

For further information, please contact:

In the Middle East and North Africa region:
Kelly Home / Nedal Alassad
ASDA’A Public Relations
Exclusive Affiliate of Edelman PR Worldwide in Middle East & North Africa
Tel: (+971 4) 334 4550; Fax: (+971 4) 334 4556

Emaar Properties
Lim Yin Cheng
Tel: (+971 4) 367 3548, Mobile: (+971 50) 624 5473

In India:
Corporate Voice Weber Shandwick
Arijit Sengupta
Tel: +91 (22) 2281 2957 / 60, Fax: +91 (22) 2202 2391

MGF Retail
Anupama Chopra
Tel : +91 (11) 41203464, Mobile: +91 (11) 98102 03445

In Singapore:
Weber Shandwick
Ng Chip Keng
Tel: (+65) 6825 8084, Mobile: (+65) 9623 2166,

Sabrina Chua
Tel: (+65) 6825 8010, Mobile: (+65) 9669 5590

Responsibility Statement
The Directors of the Offeror, Golden Focus and MGF Retail, and Mr Shravan Gupta (including those who may have delegated detailed supervision of this Press Release) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this Press Release are fair and accurate and that no material facts have been omitted from this Press Release.

Where any information has been extracted or reproduced from published or otherwise publicly available sources or obtained from RSH, the sole responsibility of the Directors of the Offeror, Golden Focus and MGF Retail, and Mr Shravan Gupta has been to ensure through reasonable enquires that such information is accurately extracted from such sources or, as the case may be, reflected or reproduced in this Press Release.

The Directors of the Offeror, Golden Focus and MGF Retail, and Mr Shravan Gupta jointly and severally accept responsibility accordingly.
Anne-Birte Stensgaard Posted by Anne-Birte Stensgaard, Senior News Editor
Sunday, March 04 - 2007 at 14:01 UAE local time (GMT+4)

Replication or redistribution in whole or in part is expressly prohibited without the prior written consent of AME Info FZ LLC / Emap Limited.

This Article was updated on Saturday, June 23 - 2007
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