Abu Dhabi National Oil Co. to Acquire Covestro

After months of negotiations, Covestro has signed an investment agreement with ADNOC, which includes a public takeover offer for all outstanding shares of Covestro at a price of €62.00 per share, valuing Covestro at approximately €11.7 billion. ADNOC will support Covestro’s “Sustainable Future” growth strategy by subscribing to new shares and providing €1.17 billion in proceeds to support its strategic initiatives. Covestro’s management and supervisory boards support the offer, which represents a 54% premium over the pre-offer stock price.

The partnership aims to maintain Covestro’s current governance structure, support sustainable growth, and reinforce both companies’ positions in attractive growth markets. The investment agreement, isvalid until the end of 2028. ADNOC agrees to follow German governance rules, keep Covestro’s co-determined Supervisory Board, and ensure two members remain independent. The deal respects current labor agreements, with no plans to sell or downsize Covestro’s operations. ADNOC also commits to protecting Covestro’s technology and keeping it as an independent stock corporation. Covestro’s Board of Management in its current composition will continue to be responsible for the operational management and strategic direction of the company.

According to the CEO of Covestro, Dr. Markus Steilemann, the agreement is in the best interest of Covestro, their employees, shareholders, and all other stakeholders. His Excellency Dr. Sultan Ahmed Al Jaber, ADNOC Managing Director and Group CEO, said that Covestro brings expertise in high-tech specialty chemicals and materials, using advanced technologies including AI so that this strategic partnership aligns seamlessly with ADNOC’s ongoing smart growth and future proofing strategy and their vision to become a top five global chemicals company.

The deal needs at least 50% of shareholders plus one to agree, along with regulatory approvals.

At the end of 2015, Bayer launched its former plastics division, Material Science, on the stock market as Covestro. Covestro produces raw materials for various industries, including mattresses, car seats, insulation, and wind turbine blades.