Following the end of the additional acceptance period on December 16, 2024, ADNOC International Germany Holding AG (“Bidder”), a wholly-owned indirect subsidiary of XRG P.J.S.C. (formerly ADNOC International Limited, together with the Bidder and other companies of the ADNOC Group “XRG”), announced today that a total of 172 591 806 shares in Covestro have been included in its voluntary public takeover offer (“ takeover offer”) to all shareholders of Covestro AG (“Covestro”). Together with the shares previously acquired, this corresponds to 91.3 percent of all outstanding shares of Covestro. 

At around 70 percent, the takeover offer, together with the shares previously acquired, had already significantly exceeded the minimum acceptance threshold of 50 percent plus one share by the end of the initial acceptance period on November 27, 2024.

XRG sees Covestro as the foundational platform of its Performance Materials and Specialty Chemicals business and is convinced of Covestro's strategic perspective and its vision to become fully circular. The takeover of Covestro marks a significant milestone in XRG’s strategy to become a top five global chemicals player. 

The offer will be subject to customary closing conditions in relation to merger control, foreign investment control, EU foreign subsidies clearances. Closing is not expected before the second half of 2025.

Source: Covestro