Whether a deal is a merger or acquisition comes down to ownership: a merger combines two companies into one new business, while an acquisition is one company buying all or part of another. In the GCC, most deals are acquisitions, and the structure chosen, from a full buyout to a minority stake, decides what the owner receives, when and how much control they keep.
This guide is for owners who want to understand how GCC deals are put together before they talk to a buyer. It uses real deals from 2026 to show each structure. If you are planning a transaction, our M&A advisory team can help you choose the structure that fits your goals.
Key takeaways
In a merger, two companies join together. In an acquisition, a buyer takes ownership of all or part of a business.
2026 GCC deals used at least five structures: full acquisition, carve-out, consortium, minority stake and take-private.
Dubai Taxi Company bought 100% of National Taxi for AED 1.45 billion, funded with bank debt.
Minority and consortium deals let owners raise money while keeping a say in the business.
The right structure depends on whether you want a clean exit, growth capital or a staged handover.
Merger or acquisition: what is the difference?
In a merger, two companies agree to combine, and the owners of both end up holding shares in the combined business. In an acquisition, the buyer takes ownership, and the seller usually receives cash, shares or both.
Merger
Acquisition
What happens
Two companies combine into one
One company buys all or part of another
Who stays in control
Owners of both share control
The buyer takes control, or a share of it
How sellers are paid
Usually shares in the combined company
Usually cash, sometimes shares or a mix
How common in GCC private deals
Less common
Most common
Owners often use the two words as if they mean the same thing. For a seller, the difference matters, because it changes what you are paid and who runs the business afterwards.
What deal structures are GCC buyers using in 2026?
These five recent deals each used a different structure.
The buyer takes 100% of the shares and full control. Dubai Taxi Company completed its purchase of all the share capital of National Taxi on 8 July 2026, after regulatory approvals (Dubai Taxi Company). National Taxi had about 2,534 licensed plates and earned EBITDA of AED 183 million on revenue of AED 774 million in the year to July 2025.
The final price was AED 1.45 billion, after a "locked-box" adjustment. In a locked-box deal, the price is fixed on an agreed past balance sheet, and the seller promises not to take value out of the business before completion. Khaleej Times reported that the deal was funded with new bank debt (Khaleej Times).
For the seller, a full acquisition is the cleanest exit. You receive the agreed price at completion, adjusted only as the contract allows, and the buyer takes over the business. Many buyers still ask the owner to stay on for a handover period, to keep key customers and staff.
What is a carve-out sale?
A carve-out is the sale of one part of a business while the owner keeps the rest. Magrabi Retail agreed in November 2026 to buy the Dubai Optical business, covering its 15 Dubai Optical stores. The founding family kept its four Optivision stores (Gulf News).
Carve-outs need careful preparation. The part being sold must have its own accounts, staff, leases and contracts, so the buyer can run it from day one.
What is a minority stake or consortium deal?
In a minority deal, an investor buys less than half of the business. On 26 October 2026, Apollo agreed to take a minority stake in Mubadala Capital, while Mubadala Investment Company remains the majority owner (Apollo).
In a consortium, several investors buy a company together. Investcorp's Saudi Pre-IPO Growth Fund took a significant minority stake as part of a consortium led by AlTouq Group and Thara Future Investments to acquire REDA Gulf Holding (Investcorp). For owners, these deals bring in money and expertise without a full exit. Before you agree to one, check three terms: board seats, the investor's veto rights, and how either side can sell later. We covered what private equity wants from GCC businesses in a separate guide.
What is a take-private?
A take-private is when a buyer purchases the shares of a listed company so it can leave the stock market. ADQ, which already owned 75.42% of AD Ports Group, made a voluntary cash offer of AED 6.25 per share for the rest, with settlement due by 9 October 2026 (The National). AD Ports is now moving from public to private ownership and delisting from the Abu Dhabi Securities Exchange (The National).
Take-privates involve listed companies, but they show a wider trend. Large GCC groups are consolidating the businesses they control.
Which deal structure is right for your business?
Answer these questions before you speak to buyers:
Do you want to leave the business completely, or stay involved for a few years?
Do you need cash now, or growth capital for the business?
Are you selling the whole company, or only one brand, division or branch?
Would you accept part of the price later, linked to future results?
Would you share control with a partner or a group of investors?
Is your deal large enough to need UAE merger control approval?
Your answers point to a structure. A clean exit suits a full acquisition. Growth capital suits a minority stake. Selling one brand suits a carve-out. If you want to step back slowly, a majority sale now with the rest sold later can work well, as long as the price for the second stage is agreed upfront.
What this means if you're selling
Decide your goal first. The best structure follows from what you want, not the other way round.
Ask every buyer how they will pay: cash at completion, debt, shares or a later payment.
If you plan a carve-out, separate the accounts and contracts before buyers start due diligence.
A minority stake can be a first step. Many owners sell the rest later, once the partnership works.
In the UAE, a deal must be notified for merger control when the parties' combined UAE sales in the relevant market exceed AED 300 million, or their combined market share exceeds 40% (Cleary Gottlieb). Read our guide to UAE merger control rules for the details. Saudi Arabia approved a new Commercial Transactions Law on 27 October 2026, which will change the rules for commercial contracts once it takes effect (Ajel). Rules differ in each GCC country, so get advice from a licensed advisor in your market.
Frequently asked questions
What is the difference between a merger and an acquisition?
In a merger, two companies combine into one and the owners of both share the new business. In an acquisition, one company buys all or part of another, and the seller is usually paid in cash, shares or both.
Which is more common in the GCC, a merger or an acquisition?
Acquisitions are far more common in GCC private deals. Buyers usually purchase a full company, one division, or a minority or majority stake, rather than merging two businesses into a new one.
What is a carve-out sale?
A carve-out is the sale of one part of a business, such as a brand, division or set of branches, while the owner keeps the rest. In November 2026, Magrabi Retail agreed to buy the Dubai Optical stores, while the founders kept their Optivision stores.
What is a locked-box deal?
In a locked-box deal, the price is fixed on an agreed past balance sheet, and the seller promises not to take value out of the business before completion. Dubai Taxi Company's AED 1.45 billion acquisition of National Taxi used a locked-box adjustment.
Can I sell a minority stake in my business in the UAE?
Yes. Many investors buy minority stakes, which lets the founder raise money while keeping control. The terms, such as board seats and future exit rights, are agreed in a shareholders' agreement.
Thinking about selling all or part of your business? Contact our team for a confidential conversation about the deal structure that fits your goals.
