Covestro AG Engages in Concrete Talks with Adnoc Over Potential Deal

Following extensive discussions with Abu Dhabi National Oil Company (Adnoc), Covestro AG's Board of Management, in consultation with the Supervisory Board, has opted to initiate detailed negotiations with Adnoc regarding a potential transaction. This includes exploring the possibility of reaching an investment agreement and conducting confirmatory due diligence to validate assumptions and exchange necessary company information.

Based on the Board of Management's assessment, the discussions to date indicate that Covestro and Adnoc have largely aligned on key aspects of a potential transaction, including backing Covestro's ongoing growth strategy.

The negotiations are anchored around a potential offer price of €62 per Covestro share communicated by Adnoc to Covestro, contingent upon factors such as the outcomes of confirmatory due diligence and mutual agreement on the terms of an investment agreement.

"We have achieved significant milestones in our discussions with Adnoc. Therefore, we have chosen to engage in detailed transaction negotiations with Adnoc," stated Markus Steilemann, CEO of Covestro.

Adnoc and Covestro aim to expedite negotiations regarding a potential transaction and confirmatory due diligence promptly. However, there is currently no certainty regarding the outcome of these discussions or the final terms of any potential agreement.

Any prospective transaction would require, besides mutual consensus on commercial and legal terms, approval from the respective boards of the parties involved and clearance from relevant regulatory authorities.

As a result of recent developments, the Capital Markets Day scheduled for June 27, 2024, has been postponed indefinitely.

Covestro is a global leader in manufacturing premium polymer materials and their components. Through innovative products, processes, and technologies, the company contributes to sustainability and improves quality of life across various sectors. Covestro serves customers worldwide in pivotal industries including automotive, construction, electronics, and more. Additionally, Covestro's polymers play essential roles in diverse sectors such as sports, telecommunications, healthcare, and within the chemical industry. Covestro is dedicated to advancing the circular economy. The company has established ambitious targets to achieve climate neutrality for its Scope 1 and Scope 2 emissions by 2035, with a commitment to achieving climate neutrality for its Scope 3 emissions by 2050. In fiscal year 2023, Covestro achieved sales of EUR 14.4 billion. By the end of 2023, the company operated 48 production sites globally and employed approximately 17,500 people. Covestro provides a wide array of products and services tailored to diverse markets, needs, and industries. There are two primary segments: 'Performance Materials' and 'Solutions & Specialties', together encompassing seven business units.