OCI has concluded a binding agreement under which it will sell its 50% stake in Vertiglob to the UAE's ADNOC for $3.6 billion, completely exiting its stake in the company and liquidating it completely, according to what the company reported in a statement today, Friday.
After completing the deal, ADNOC's stake in Vertiglob will rise to 86.2% from 36.2%, while the free shares traded on the Abu Dhabi Securities Market will remain at 13.8%.
The purchase price of AED 3.2 per share represents an 8% premium to the closing price of Vertiglobe shares on December 11, and a 25% premium to the subscription price.
The deal gave OCI the opportunity to capitalize on the future nitrogen market via a two-year forward-earnings mechanism linked to free cash flow metrics and commodity pricing.
OCI's share price fell as much as 10.4% in Amsterdam, marking the biggest drop since April, bringing the stock's losses to more than 35% this year.
Sawiris: NNS invests in Vertiglob
Nassef Sawiris, Vice Chairman of the Board of Directors of Vertiglobe and Executive Chairman of OCI, said: “I intend to announce that in cooperation with my private investment office (NNS Group) that we will invest in (Vertiglobe), which demonstrates (NNS)’s deep conviction and continued faith.” With the financial value that awaits (Vertiglobe) under the supervision of (ADNOC).
The Egyptian billionaire intends to resettle NNS Group in the Abu Dhabi Global Market, which is considered the international financial center of the emirate, if approved by regulatory authorities. From there, the group aims to buy large stakes in a number of companies, mainly in Europe, the Middle East and North America, according to what the group recently reported.
The deal is expected to close within the next year, subject to regulatory conditions and antitrust approvals, and OCI is expected to hold an extraordinary general assembly of shareholders to vote on the completion of the deal in a timely manner.
A road map between ADNOC and OCI
ADNOC and OCI also announced today a roadmap to explore global strategic cooperation opportunities on future joint investments, including development projects outside the Middle East in the field of decarbonization and product distribution across North America and Europe.
Sawiris added: OCI looks forward to continuing to explore cooperation opportunities with ADNOC in the form of the strategic alliance announced today, which will focus on growth projects of increasing value outside the Middle East.
Vertiglob, headquartered in Abu Dhabi, was established as a strategic partnership between ADNOC and OCI in September 2019, and was subsequently listed on the Abu Dhabi Securities Exchange in 2021. The company is the largest exporter of ammonia shipped overseas in the world.
