REG - OMNIYAT Holdings Ltd OMNIYAT SUKUK 1 Ltd - MARKET UPDATE TO CERTIFICATEHOLDERS

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RNS Number : 2676Y  OMNIYAT Holdings Limited  26 March 2026

MARKET UPDATE TO CERTIFICATEHOLDERS

 

THIS NOTICE ("THIS NOTICE") CONTAINS MARKET UPDATE INFORMATION IN RESPECT OF
OMNIYAT HOLDINGS LTD ("OMNIYAT") THAT IS OF INTEREST TO THE REGISTERED HOLDERS
AND BENEFICIAL OWNERS OF THE TRUST CERTIFICATES (AS DEFINED BELOW). IF
APPLICABLE, ALL DEPOSITARIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING
THIS NOTICE ARE REQUESTED TO PASS THIS NOTICE TO SUCH BENEFICIAL OWNERS OF THE
TRUST CERTIFICATES.

 

THIS NOTICE DOES NOT CONSTITUTE OR FORM PART OF, AND SHOULD NOT BE CONSTRUED
AS, AN OFFER FOR SALE, EXCHANGE OR SUBSCRIPTION OF, OR A SOLICITATION OF ANY
OFFER TO BUY, EXCHANGE OR SUBSCRIBE FOR, ANY

SECURITIES OF THE ISSUER OR ANY OTHER ENTITY IN ANY JURISDICTION.

 

NEITHER OMNIYAT, NOR ANY OF ITS SUBSIDIARIES OR AFFILIATES, NOR ANY OF THEIR
RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, ADVISERS OR CONTRACTORS,
SHALL HAVE ANY LIABILITY FOR ANY LOSS, DAMAGES, ACTIONS OR PROCEEDINGS OF
WHATSOEVER NATURE ARISING OUT OF OR IN CONNECTION WITH THE USE OF, OR RELIANCE
ON, THIS NOTICE. EACH CERTIFICATEHOLDER MUST MAKE ITS OWN INDEPENDENT
INVESTIGATION AND ASSESSMENT OF OMNIYAT OR ANY OF ITS SUBSIDIARIES AND THE
INFORMATION CONTAINED IN THIS NOTICE AND SHOULD CONSULT THEIR OWN LEGAL, TAX,
REGULATORY, ACCOUNTING, FINANCIAL AND OTHER PROFESSIONAL ADVISERS AS THEY DEEM
NECESSARY.

 

OMNIYAT SUKUK 1 LIMITED

((incorporated as an exempted company with limited liability in the Cayman
Islands)

Legal Entity Identifier (LEI): 254900RFKE3XFTFFLM58

(the "Trustee")

 

This Notice relates to all Series of Trust Certificates outstanding as at the
date hereof issued by Omniyat Sukuk 1 Limited (the "Trustee") under the
U.S.$2,000,000,000 Trust Certificate Issuance Programme (the "Programme"), as
described in the base offering circular dated 3 September 2025 (as
supplemented from time to time, the "Base Offering Circular"), constituted
pursuant to the amended and restated master declaration of trust dated 3
September 2025 (the "Master Declaration of Trust") entered into between the
Trustee, OMNIYAT  and BNY Mellon Corporate Trustee Services Limited as
delegate of the Trustee and the relevant supplemental declaration of trust in
relation to each Series.

 

The Trust Certificates to which this Notice relate are as follows:

 

Series 1: U.S.$500,000,000 Trust Certificates due 2028

(ISIN: XS3065329446)

 

Series 2:  U.S.$400,000,000 Trust Certificates due 2029

(ISIN: XS3171756714)

 

Series 3: U.S.$600,000,000 Trust Certificates due 2031

(ISIN: XS3282968372)

 

(together, the "Trust Certificates")

Capitalised terms used and not otherwise defined in this Notice shall have the
meanings given to them in the Base Offering Circular.

 

The Trust Certificates are admitted to trading on the International Securities
Market of the London Stock Exchange and admitted to trading on Nasdaq Dubai
and listed on the Dubai Financial Services Authority Official List.

 

The Trustee hereby gives notice to Certificateholders that it wishes to
provide the following voluntary market update information received from
OMNIYAT, the Obligor under the Programme:

 

 OMNIYAT UPDATE

 

OMNIYAT'S USD 11.7 billion launched portfolio fully funded to completion,

With a diversified USD 6.1 billion revenue backlog and over USD 1.0 billion
unrestricted liquidity

 

·    Unrestricted liquidity adequately covers payments in respect of the
Trust Certificates with no reliance on new sales, collections or refinancing

·    Revenue backlog increased to USD 6.1 billion; launched portfolio
fully funded with more than two times cover from existing sales ensuring
construction completion across the portfolio as planned

 

 

Liquidity and Debt Position

OMNIYAT continues to perform in line with management expectations and
maintains a strong liquidity position supported by low leverage and a solid
balance sheet. As at 31 December 2025, OMNIYAT' had liquidity of over AED 5.3
billion (USD 1.4 billion) in cash and cash equivalents, and other financial
assets. This included AED 2.7 billion (USD 726 million) unrestricted corporate
liquidity not subject to project escrow or regulatory ring-fencing, which was
further enhanced by the AED 2.2 billion (USD 600m) Sukuk issuance in March
2026.

 

That unrestricted liquidity covers the next debt maturity arising in respect
of the - USD 500 million sukuk due in 2028, with no reliance on new property
sales, buyer collections, refinancing or additional capital markets activity
to meet the obligation. OMNIYAT has no material short-term maturities, and its
debt maturity profile now extends to 2031 following three sukuk issuances
totaling USD 1.5 billion.

 

OMNIYAT''s downside planning also remains robust. Based on internal stress
testing, coverage of FY2028 and FY2029 sukuk maturities remains more than
adequately covered even under a severe scenario.

 

Development Portfolio, Execution and Contracted Revenue

OMNIYAT''s launched development portfolio has a gross development value of USD
11.7 billion and is diversified across OMNIYAT-branded residential (43%),
Beyond-branded residential (26%) and commercial projects (31%). The portfolio
spans prime Dubai waterfront and urban locations including Palm Jumeirah,
Marasi Marina, Dubai Maritime City, Dubai Islands and Sheikh Zayed Road. All
launched projects are fully funded to completion and proceeding in line with
approved schedules. Existing sales provide 2.3x cost cover across the launched
portfolio.

 

Based on preliminary unaudited year-to-date 2026 figures, revenue backlog has
increased to USD 6.1 billion, following over USD 729 million of additional
sales recorded year-to-date. This backlog provides revenue visibility
equivalent to more than five years of FY2025 revenue and supports the
completion of the entire launched portfolio from existing resources.

 

Construction activity continues across all active sites. Recent milestones
include AVA topping out, Orla reaching level-14 slabs across all three towers,
Aria completing structural works and The Mural commencing main works. The
Company's project execution framework continues to classify all active
projects as green, with no corporate cash injection required at project level.

 

OMNIYAT'continues to engage tier one, well-capitalised contractors and
maintains business continuity arrangements across their supply chain.
Alternative logistics routes via Sohar, Fujairah and Jebel Ali remain
established and operational, and no material supply chain disruption has been
reported as at the date of this update.

 

Sales Performance and Buyer Profile

There have been no purchase cancellations since the onset of recent regional
uncertainty. Preliminary unaudited year-to-date sales totaled over USD 729
million, while collections totaled USD 415 million (over AED 1.5 billion),
broadly in line with management expectations. Staged buyer payments continue
to be received in line with contractual schedules.

 

OMNIYAT's buyer base comprises global ultra-high-net-worth individuals who
typically do not rely on leverage to complete transactions. This supports
relative resilience in periods of short-term sentiment volatility. OMNIYAT''s
position is further reinforced by its leadership in Dubai's ultra-luxury
segment, where it accounted for approximately 23 per cent of USD 10 million+
transactions between 2021 and 2025, and by a multi-brand offering, including
Beyond, that allows it to respond to shifts in market segmentation while
preserving the strength of the OMNIYAT brand.

 

UAE Market Context

OMNIYAT operates principally within the UAE, whose sovereign credit ratings
were reaffirmed at AA/Stable by S&P during the current period of regional
uncertainty. The structural drivers underpinning Dubai's real estate market
remain intact, including population growth, long-term residency frameworks,
international capital inflows and a business-supportive regulatory
environment.

 

Mahdi Amjad, Founder and Executive Chairman, said:

"Our financial position is strong and straightforward: more than USD 1 billion
in unrestricted liquidity against a next maturity of USD 500 million in 2028.
That gives us more than sufficient liquidity for our corporate obligations. We
have over USD 6 billion in revenue secured from the sales we have already
contracted - equivalent to more than five times of FY2025 revenue. Our entire
USD 11.7 billion development portfolio is funded from existing resources.

 

The UAE leadership has a very strong resilience track record, absorbing the
impacts of various regional or global situations, adapting the country's
policy response and resetting for recovery and renewed growth and advancement.
Whilst the current situation may understandably introduce short term
uncertainty, we are confident that the core fundamentals remain unchanged. We
continue to be aligned and supportive of the national leadership. We continue
to build.

 

Our certificate holders trusted us with their capital. I am personally
conducting direct engagement with them this week to communicate these data-led
business fundamentals which have not changed."

 

Further Information

OMNIYAT will continue to monitor developments and provide further updates to
the Trustee for the Certificateholders as required.

- ENDS -

 

For investor inquiries, please email investor.relations@omniyat.com
(mailto:investor.relations@omniyat.com) .

For media inquiries, please contact noha.habib@omniyatgroup.com
(mailto:noha.habib@omniyatgroup.com) .

 

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