Borse Dubai to sell $1.6 bln stake in Nasdaq, losing its spot as top shareholder

Borse Dubai Ltd., the largest single shareholder in Nasdaq Inc., plans to sell a part of its stake in a secondary share offering, raising close to $1.6 billion.

Borse Dubai is selling 26.96 million shares of the US exchange operator's common stock at $59 per share, reducing its stake to around 10.8%, according to two statements on the exchange's website.

The exchange will grant the underwriters a 30-day option to purchase up to 4,043,478 additional shares of Nasdaq’s common stock.

The offering is expected to close on March 22.

Borse Dubai intends to agree to an 18-month lock-up of its remaining shares controlled by Nasdaq, and provided it continues to own at least 10% of Nasdaq’s outstanding stock, the bourse can designate a nominee to Nasdaq’s board.

After completion of the sale, Borse Dubai will be Nasdaq’s second-largest shareholder. According to Reuters, US private equity firm Thoma Bravo will become the largest shareholder, with a 12.5% stake.

Essa Kazim, Chairman and CEO, Borse Dubai said the offering is being conducted to enhance the capital structure and liquidity within the Borse Dubai Group.  

"We have not only been a shareholder in Nasdaq for the past 16 years, but Nasdaq is also a key technology and brand partner for our exchange group and we believe in the strategic vision for the company."

Borse Dubai is 60% owned by the Investment Corporation of Dubai, 20% by Dubai Group LLC (a member of the Dubai Holding Group) and 20% by DIFC Investments LLC.

Morgan Stanley and Goldman Sachs & Co. LLC are acting as joint lead book-running managers for the offering. J.P. Morgan is acting as capital markets advisor to Nasdaq.

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