ADNOC International, now operating under the name XRG, has successfully acquired a 91.3% stake in Covestro AG, following the completion of the additional acceptance period for its voluntary public takeover offer. The bid, which included 172,591,806 shares, exceeds the minimum acceptance threshold of 50% plus one share, a key milestone that underscores the market's strong support for XRG's strategic vision.

This acquisition aligns with XRG's broader strategy to enhance its position in the performance materials and specialty chemicals sectors, marking a critical step towards its goal of becoming a top five global chemicals player. Covestro, a global leader in high-performance polymers and sustainable material solutions, is now set to become a cornerstone of XRG's Performance Materials and Specialty Chemicals business.

“We are very pleased that so many shareholders have accepted our offer,” said Dr. Markus Steilemann, CEO of Covestro. “This is a positive development for Covestro, our employees, and all stakeholders. The strategic partnership with ADNOC is timely and precisely the right step for Covestro. With ADNOC as a long-term partner, we will be better positioned to execute our 'Sustainable Future' strategy and accelerate our ongoing transformation.”

Covestro’s inclusion in the XRG Group represents a significant opportunity for both companies. XRG views Covestro’s expertise in sustainability and its vision for a fully circular economy as integral to the future success of the combined entity. As part of XRG, Covestro is expected to further enhance its operational and technological capabilities, accelerating its efforts to drive innovation and address global demand for sustainable materials. This move also positions XRG as a leading player in developing next-generation solutions for critical sectors, including automotive, construction, and electronics.

This acquisition is a key part of XRG’s long-term growth strategy, reinforcing its commitment to becoming a global leader in performance materials and specialty chemicals. XRG’s vision for Covestro integrates seamlessly with the company’s objectives to enhance operational efficiencies, expand product offerings, and lead the transition to more sustainable industrial practices.

While the transaction has met the necessary acceptance thresholds, it remains subject to customary closing conditions, including regulatory approvals related to merger control, foreign investment oversight, and EU foreign subsidies clearances. The closing of the deal is anticipated to occur in the second half of 2025.

Once finalized, this acquisition will bolster XRG’s standing in the global chemicals market, providing a strong foundation for continued growth and leadership in the performance materials and specialty chemicals sectors, driving innovation and sustainability at scale.