Adnoc and OMV agree $60bn Borouge-Borealis merger deal
4 March 2025
Abu Dhabi National Oil Company (Adnoc) and Austrian energy company OMV have agreed the terms of a binding framework agreement for a proposed combination of their shareholdings in Abu Dhabi’s Borouge and Austria-based chemicals producer Borealis.
Adnoc has also entered into a share purchase agreement with Canada-based Nova Chemicals Holdings, an indirectly wholly-owned company of Abu Dhabi’s sovereign wealth institution Mubadala Investment Company, for 100% of Nova Chemicals Corporation (Nova).
Adnoc and OMV have also agreed that upon completion of the planned merger of Borouge and Borealis, the new entity – which will be known as Borouge Group International – will acquire Nova for $13.4bn including debt, further expanding its footprint in North America.
The acquisition, together with the recontribution of the upcoming Borouge 4 petrochemicals project in Abu Dhabi, will create a major polyolefins producer, valued at over $60bn, which will be the world’s fourth-largest by nameplate production capacity.
Borouge Group International is intended to be headquartered and domiciled in Austria, with regional headquarters in the UAE. In addition, Borouge Group International will hold corporate hubs in Canada’s Calgary, Pittsburgh in the US and Singapore.
The combination of Borouge and Borealis, and the acquisition of Nova, are expected to complete in the first quarter of 2026, subject to regulatory approvals and other customary conditions, Adnoc said.
“The agreement strengthens the close collaboration and strategic partnership between Adnoc and OMV,” the Abu Dhabi energy giant said in a statement.
Financial terms of the agreement
Borouge Group International will be listed on the Abu Dhabi Securities Exchange (ADX), subject to approval by the UAE Securities & Commodities Authority (SCA) and ADX.
Under the terms of their agreement, Adnoc and OMV will hold equal stakes of 46.94% in Borouge Group International, with joint control and equal partnership. The remaining 6.12% will be in free float, subject to SCA approval and assuming all existing Borouge free float shareholders agree to exchange their existing shares in Borouge for shares in Borouge Group International.
Upon completion of the deal, Adnoc will transfer its stake in Borouge Group International to XRG, its newly-formed investment company that focuses on low-carbon energy sources and the global chemicals value chain.
The acquisition implies a multiple of approximately 7.5 times forward through-the-cycle earnings before interest, taxes, depreciation and amortisation (Ebitda), and is expected to be debt financed through the capital markets.
Borouge Group International is expected to raise up to $4bn of primary capital in 2026, to achieve relevant MSCI index inclusion and secure an investment-grade credit rating, with a target through-the-cycle net leverage of up to 2.5 times Ebitda.
The proposed agreement assumes a primary cash injection of €1.6bn ($1.67bn) by OMV into Borouge Group International. The cash injection will be reduced accordingly upon closing, due to adjustment of the equity value of Borouge and Borealis after expected dividend payments up to completion.
Paris-headquartered Rothschild & Co acted as the lead financial advisor to OMV on this transaction.
ALSO READ: Adnoc makes $16.3bn takeover offer for German chemicals firm
Borouge 4 – which is the fourth expansion phase of Borouge’s petrochemicals complex in Ruwais Industrial City – is likely to be among the key growth drivers, with projected recontribution by the end of 2026, when the estimated $6.2bn project is expected to be commissioned.
Recontribution of Borouge 4, when fully operational, is expected to be at a cost of approximately $7.5bn including debt, and accretive to operating cash flows and dividends per share, with an estimated through-the-cycle Ebitda of approximately $900m.
“The proposed transactions are expected to unlock significant value for shareholders through the realisation of operational and commercial synergies, improved global market access, accelerated rollout of new innovations, and sharing and scaling of advanced technologies,” Adnoc said.
The majority shareholders estimate synergy potential of about $500m additional run-rate Ebitda, with 75% expected to be realised within three years from the completion of the merger.
Borouge Group International is expected to generate a through-the-cycle Ebitda of more than $7bn a year.
Supported by this stronger cash flow generation, the company’s dividend policy will be based on a 90% payout ratio, with potential upside for distribution based on free cash flow generation. The company will aim to maintain a minimum annual payout of 16.2 fils ($0.04) a share, representing a minimum 2% accretion against Borouge’s targeted full-year 2024 dividends per share.
Production portfolio
When operational, Borouge Group International is expected to have a combined polyolefins nameplate production capacity of approximately 13.6 million tonnes a year (t/y), including current organic polyolefin growth projects.
Borouge will be the biggest contributor to the new entity in terms of polyolefins production potential, with the company’s output increasing to 6.4 million t/y when the Borouge 4 facility is commissioned in 2026.
Nova is a leading polyethylene producer in North America, with an output capacity of 2.6 million metric t/y of polyethylene, and 4.2 million metric t/y of ethylene.
Borealis is on course to increase its production capability to 600,000 t/y this year, with the company expecting output to rise three-fold to 1.8 million t/y by 2030, when planned acquisitions and projects are completed.
“Borouge Group International will combine the highly complementary strengths of three polyolefin leaders, including competitive feedstock, differentiated and premium quality product offering, direct access to growth markets, world-class technologies and leading circularity credentials,” Adnoc said in its statement.
The proposed entity will also benefit from “an extensive production footprint, innovation centres and a global sales network”, Adnoc added.
In addition, Borouge Group International will “target a leadership position in circular solutions, building on the existing initiatives of Borealis, Borouge and Nova to further develop its sustainable polyolefin solutions”.
Borealis and Borouge have both committed to reaching Scope 1 and 2 net zero emissions targets before 2050, with Borouge Group International’s sustainability strategy and targets to be rolled out after the completion of the merger and integration processes.
READ MEED’s YEARBOOK 2025
MEED’s 16th highly prized flagship Yearbook publication is available to read, offering subscribers analysis on the outlook for the Mena region’s major markets.
Published on 31 December 2024 and distributed to senior decision-makers in the region and around the world, the MEED Yearbook 2025 includes:
> PROJECTS: Another bumper year for Mena projects
> GIGAPROJECTS INDEX: Gigaproject spending finds a level
> INFRASTRUCTURE: Dubai focuses on infrastructure
> US POLITICS: Donald Trump’s win presages shake-up of global politics
> REGIONAL ALLIANCES: Middle East’s evolving alliances continue to shift
> DOWNSTREAM: Regional downstream sector prepares for consolidation
> CONSTRUCTION: Bigger is better for construction
> TRANSPORT: Transport projects driven by key trends
> PROJECTS: Gulf projects index continues ascension
> CONTRACTS: Mena projects market set to break records in 2024
|
Exclusive from Meed
-
Sobha announces new project launches in the UAE
23 October 2025
-
Oman issues tender for mineral site exploration
23 October 2025
-
Investment shapes UAE growth story
23 October 2025
-
Saudi Arabia’s housing boom risks leaving citizens behind
23 October 2025
-
Contractors submit Riyadh rail link prequalifications
23 October 2025
All of this is only 1% of what MEED.com has to offer
Subscribe now and unlock all the 153,671 articles on MEED.com
- All the latest news, data, and market intelligence across MENA at your fingerprints
- First-hand updates and inside information on projects, clients and competitors that matter to you
- 20 years' archive of information, data, and news for you to access at your convenience
- Strategize to succeed and minimise risks with timely analysis of current and future market trends

Related Articles
-
Sobha announces new project launches in the UAE
23 October 2025
Dubai-based private real estate developer Sobha Realty has launched two new projects in the UAE.
The developer announced the launch of Sobha AquaCrest, its second residential development within the Downtown Umm Al-Quwain (UAQ) masterplan in the northern emirate of UAQ.
The development comprises five residential towers, offering a mix of one-, two- and three-bedroom apartments and duplexes.
The project is slated for completion in 2029.
Sobha is also planning to build a 450-metre-tall residential tower called Sobha SkyParks on Dubai’s Sheikh Zayed Road.
The tower will have 109 floors and will be the tallest development in Sobha Realty’s portfolio.
The development will offer more than 684 residential units.
Speaking exclusively with MEED, Ravi Menon, chairman of Sobha Group, outlined plans for delivering a project of this scale.
“While it is indeed our tallest creation to date, we bring strong engineering experience to the table, with nearly 50 high-rise buildings in Dubai already completed or under development,” Menon said.
The developer said it will leverage its experienced in-house team of engineers, designers and technical experts who have delivered some of Dubai’s most iconic high-rise projects, including ‘The S’, a 60-storey tower on Sheikh Zayed Road, along with several other towers over 75 storeys currently under construction in Sobha Hartland 2.
“Sobha SkyParks represents a natural progression in our journey of demonstrating our in-house capabilities,” Menon added.
Sobha will rely on its ‘Backward Integration’ model, which gives it complete control over design, engineering, delivery and post-delivery phases.
https://image.digitalinsightresearch.in/uploads/NewsArticle/14932405/main.jpg -
Oman issues tender for mineral site exploration
23 October 2025
Oman’s Ministry of Energy & Minerals (MEM) has for mineral exploration drilling services at a site in the South Al-Sharqiyah Governorate.
The activities to be performed at the Khor Grama site involve drilling, dividing core samples into three parts, and then supplying and storing them in designated core boxes.
The MEM will host a site visit for bidders on 2 November and has set the bid submission deadline for 27 November.
Prior to this tender, the MEM launched a new mining concession round in the sultanate in early September, offering four blocks to investors.
Local and international mining firms have until 31 March next year to submit their applications for the four concession areas, the MEM announced on its Taqa platform.
ALSO READ: Oman secures over $500m from award of three mining blocks
https://image.digitalinsightresearch.in/uploads/NewsArticle/14932185/main5620.jpg -
Investment shapes UAE growth story
23 October 2025
Commentary
John Bambridge
Analysis editorThe UAE is once again demonstrating that strategic investment remains the cornerstone of its national progress. Across the federation, elevated infrastructure spending aimed at economic diversification is knitting the emirates closer together, while reaffirming the country’s long-term growth trajectory.
At the heart of this transformation is the UAE’s transport infrastructure spending, with a record $15.5bn in project awards in 2024 alone underscoring the country’s confidence in its future. From the delivery of high-speed rail to the upgrade of its existing highways, the UAE is prioritising internal transport and logistics as the key enabler of a sustainable, integrated economy.
Adding to this wave of infrastructure development, investment in data centres and artificial intelligence (AI) infrastructure has emerged as the next frontier of its growth strategy. These investments signal the UAE’s ambition to become a regional powerhouse in AI-linked technology trends. This digital backbone will complement the UAE’s physical infrastructure by assuming centrality in driving the next generation of economic growth.
The UAE’s ambitious infrastructure spending confidence is echoed in the nation’s economic performance, which continues to surpass expectations and is now projected to reach 4.8% GDP growth in 2025. Non-oil growth in sectors from manufacturing and logistics to tourism and technology is driving this expansion and reframing the UAE’s post-oil diversification strategy as no longer an aspiration, but a measurable success. By fostering innovation, emerging sectors and investor-friendly policies, the UAE is sustaining steady growth in a volatile global economy.
In the energy sphere, Abu Dhabi National Oil Company (Adnoc) continues to invest in upstream capacity that will ensure the country’s hydrocarbons receipts even amid transition towards renewables and industrial diversification. In the water sector, Dubai’s $22bn Strategic Sewerage Tunnels scheme is meanwhile set to both safeguard against future flooding events and underpin the city’s ongoing expansion.
There are a few signs of strain, including in the construction sector, which has had to absorb successive record years of contract awards in 2023 and 2024. This has led to delivery pressures that could test supply chains and workforce capacity. The overheating of property prices as the market awaits the new units has meanwhile raised red flags over the potential for future correction.
Yet such considerations do little to dim the UAE’s overarching narrative of foundational investment ensuring far-sighted prosperity. As the country invests in the systems that will sustain its future, it is not building mere infrastructure, but a path for confidence, opportunity and a durable legacy.
MEED’s November 2025 report on the UAE includes:
> GOVERNMENT: Public spending ties the UAE closer together
> ECONOMY: UAE growth expansion beats expectations
> BANKING: Stability is the watchword for UAE lenders
> OIL & GAS: Adnoc strives to build long-term upstream potential
> PETROCHEMICALS: Taziz fulfils Abu Dhabi’s chemical ambitions at pace
> POWER: UAE power sector hits record $8.9bn in contracts
> WATER: Tunnel projects set pace for UAE water sector
> CONSTRUCTION: UAE construction faces delivery pressures
> TRANSPORT: $70bn infrastructure schemes underpin UAE economic expansionTo see previous issues of MEED Business Review, please click herehttps://image.digitalinsightresearch.in/uploads/NewsArticle/14907116/main.gif -
Saudi Arabia’s housing boom risks leaving citizens behind
23 October 2025
Saudi Arabia is in the middle of one of the biggest housing drives in its history. Across Riyadh, Jeddah and the Eastern Province, entire neighbourhoods are taking shape, funded by government initiatives and ambitious developers.The ambition is clear: raise living standards, push homeownership towards Vision 2030’s 70% target, and showcase modern Saudi life.
But here is the uncomfortable reality: homes are being built, yet many Saudis cannot afford them.
No one doubts the appetite for housing. Saudi families have always valued owning a home, and with such a young population, the demand is only growing. But affordability is slipping away.
According to Knight Frank, the number of families planning to buy fell sharply, from 40% in 2023 to 29% in 2024. Prices keep climbing: in Riyadh alone, apartment values rose almost 11% last year, while villas increased even more. Salaries, however, have hardly moved. The result is a widening gap between what people want and what they can realistically buy.
Wrong market
Much of today’s housing pipeline is designed for the top end. Villas and apartments that are priced at SR2-SR4m ($533,333-$1.07m) are now common, while surveys show that two-thirds of Saudi households can only afford about SR1.2m or less.
Developers understandably chase higher margins, building bigger homes with luxury finishes. But this leaves out the very group the government most wants to support: young, middle-income families. Land costs make the situation worse. Speculative buying has pushed land far out of reach, and those costs inevitably pass down to buyers.
Imported designs
International developers have entered the market with big ideas and sleek designs. Yet too often, their projects look as though they are meant for global investors or expatriates, not for Saudi households. Tower blocks and gated compounds may look impressive, but they do not always reflect local family life, or income levels.
Then there is infrastructure. Building communities is not just about homes, but also schools, hospitals, roads, utilities and parks. Those upfront costs are huge, and developers usually recoup them through higher sale prices. Once again, it is the local buyer who feels the squeeze.
Financing difficulties
Rising mortgage rates add another hurdle. With the Saudi central bank following US interest rate moves, borrowing has become more expensive. What might have been an affordable monthly payment two years ago is now out of reach for many young families.
Tower blocks and gated compounds may look impressive, but they do not always reflect local family life, or income levels
Saudi Arabia is opening its property market to foreign investors. That brings in capital and supports diversification. But if supply for citizens is not guaranteed first, the risk is clear: locals may be priced out of their own housing market.
The government is aware of these issues. The Ministry of Housing is rolling out schemes, financing tools and regulations. But more is needed. Policies must:
- Match new homes to actual income levels, not just investor targets
- Curb speculation and make land more accessible
- Expand subsidised mortgages for first-time buyers
- Open the market to foreigners gradually, after domestic needs are met.
Inclusivity goal
Housing is one of the most visible promises of Vision 2030. It symbolises progress, modernisation and opportunity. But unless the current course is corrected, many of these new developments could end up as exclusive enclaves rather than inclusive communities.
Saudi Arabia has the money, the demand and the ambition. The challenge now is to connect all three, so that the homes rising across its skylines are not just impressive projects, but real homes that reflect the aspirations of ordinary Saudis.
https://image.digitalinsightresearch.in/uploads/NewsArticle/14914004/main.jpg -
Contractors submit Riyadh rail link prequalifications
23 October 2025
Register for MEED’s 14-day trial access
Contractors submitted their prequalification documents on 12 October for a contract covering the construction of a new railway line, known as the Riyadh Rail Link, which will run from the north to the south of Riyadh.
The scope of work includes constructing a 35-kilometre-long double-track railway line connecting SAR’s North-South Railway to the Eastern Railway network.
The contract also covers the procurement, construction and installation of associated infrastructure such as viaducts, civil works, utility installations, signalling systems and other related works.
The project is being developed by Saudi Arabia Railways (SAR).
In September, MEED reported that SAR had invited consultants to prequalify by 28 September for a contract covering design review and construction supervision for the Riyadh Rail Link project.
The project is expected to form a key component of the Saudi Landbridge railway.
The Saudi Landbridge is an estimated $7bn project comprising more than 1,500km of new track. Its core component is a 900km new railway between Riyadh and Jeddah, which will provide direct freight access to the capital from King Abdullah Port on the Red Sea.
Other key sections include upgrades to the existing Riyadh-Dammam line and a link between King Abdullah Port and Yanbu.
The start of tendering activity for the Riyadh Rail Link project makes the construction of the Saudi Landbridge more likely.
The project is one of the kingdom’s most anticipated infrastructure programmes. Plans to develop it were first announced in 2004, but the project was put on hold in 2010 before being revived a year later.
Key stumbling blocks were rights-of-way issues, route alignment and its high cost.
In December 2023, MEED reported that a team of US-based Hill International, Italy’s Italferr and Spain’s Sener had been awarded the contract to provide project management services for the programme.
If it proceeds, the Landbridge will be one of the largest railway projects ever undertaken in the Middle East – and among the biggest globally.
https://image.digitalinsightresearch.in/uploads/NewsArticle/14930731/main.jpg