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.
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> 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
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Exclusive from Meed
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Diriyah awards $727m Waldorf Astoria superblock deal17 June 2026
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AHS Properties acquires Shangri-La hotel for $300m17 June 2026
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UAE moves to clear the path for recovery17 June 2026
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Libya signs three oil deals after licensing round17 June 2026
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US–Iran deal sets Hormuz road map17 June 2026
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Diriyah awards $727m Waldorf Astoria superblock deal17 June 2026

Saudi gigaproject developer Diriyah Company has awarded a SR2.7bn ($727m) contract for the main construction works on the development’s Waldorf Astoria superblock.
The contract was awarded to the joint venture of Hassan Allam Construction Saudi and UCC Saudi, the local branch of Qatar’s Urbacon Holding.
The Waldorf Astoria superblock is a mixed-use development comprising a Waldorf Astoria hotel, Waldorf Astoria-branded residences, commercial and residential facilities, and office space.
The Waldorf Astoria hotel will feature 200 keys, while the residential component will comprise 47 branded residences.
The project is located on the Grand Boulevard South and Northern Arterial Road in the Boulevard Northwestern district at Diriyah Gate 2.
Diriyah Company tendered the contract in November last year, with submissions due in January, as MEED reported.
Diriyah Company Group CEO Jerry Inzerillo said: “We are delighted to announce this latest major construction contract for the Waldorf Astoria superblock as we continue to progress at pace across the Diriyah development area. The Waldorf Astoria will be a world-class addition to our growing portfolio of globally renowned hospitality brands, further strengthening Diriyah’s appeal as a globally significant destination that offers world-class hospitality and lifestyle experiences.
“Together with our partners, we look forward to delivering another landmark development that supports the kingdom’s Vision 2030 ambitions and contributes to the continued growth and success of Diriyah.”
Hassan Allam, chairman and CEO of Hassan Allam Holding, said: “We are proud to support the development of one of the kingdom’s most ambitious and transformative destinations and to continue our partnership with Diriyah Company in bringing its vision to life.
“Drawing on more than 90 years of experience across the Mena region, we remain committed to delivering the highest standards of quality and excellence on landmark projects that are helping shape the kingdom’s future.”
Ramez Al-Khayyat, UCC Holding president and group CEO, said: “Being awarded this contract by Diriyah Company marks another important milestone in our growing partnership and reinforces our shared commitment to delivering world-class developments across the kingdom. This project builds on our ongoing collaboration in Diriyah, including the delivery of four luxury hotels and the Royal Diriyah Equestrian and Polo Club in Wadi Safar.
“We value the opportunity to contribute once again to one of Saudi Arabia’s most ambitious and prestigious urban development destinations, supporting the vision of creating a world-class cultural, hospitality and lifestyle hub.”
The latest award follows Diriyah Company’s award of an estimated SR730m ($195m) construction contract for civic quarter buildings within the Diriyah development to local contractor Al-Rashid Trading & Contracting Company (RTCC).
In April, Diriyah announced a SR1.84bn ($490m) construction contract to build the Saudi Arabia Museum of Contemporary Art (SAMoCA) within the Diriyah development. The contract was awarded to a consortium of Egyptian contractor Hassan Allam Construction Saudi and Saudi Arabia’s Albawani.
In March, Diriyah Company awarded an estimated SR2.5bn ($666m) contract to build the Pendry superblock in the DG2 area.
The Pendry superblock includes the construction of the Pendry Hotel alongside residential and commercial assets. The package will cover 75,365 square metres and is located in the northwestern district of the DG2 area.
The previous month, Diriyah Company also awarded a SR717m ($192m) contract for the construction of the One Hotel, located in the Diriyah Two area of the masterplan, with a gross floor area of more than 31,000 sq m.
The Diriyah masterplan envisages the city as a cultural and lifestyle tourism destination. Located northwest of Riyadh’s city centre, it will cover 14 square kilometres and combine 300 years of history, culture and heritage with hospitality facilities.
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AHS Properties acquires Shangri-La hotel for $300m17 June 2026
Dubai-based real estate developer AHS Properties has announced the acquisition of the Shangri-La hotel for AED1.1bn ($300m), marking one of the largest single-asset real estate transactions in recent years.
AHS Properties acquired the hotel from local firm Mismak Asset Management.
The Shangri-La Hotel is a 43-storey, 200-metre tower located on Sheikh Zayed Road. Completed in 2003, it was among the first five-star hotels to open along the corridor.
The acquisition expands AHS Properties’ portfolio, which includes AHS Tower, a Grade A commercial development on Sheikh Zayed Road, and AHS City, the company’s master-planned mixed-use community on the same corridor.
In a statement, AHS Properties said that AHS Tower, AHS City and the Shangri-La hotel form a strategic “vertical corridor” platform, representing a significant portion of the company’s AED50bn development pipeline through the end of 2026.
“The transaction reflects AHS Properties’ strategy of deploying capital into high-quality, supply-constrained assets,” the statement added.
According to the Dubai Land Department, Dubai’s real estate sector recorded AED252bn in transactions in Q1 2026.
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UAE moves to clear the path for recovery17 June 2026
Commentary
Colin Foreman
EditorMore than three months after the conflict began to disrupt business across the Gulf, the UAE is moving to resolve the technical challenges that the economy faces as it shifts towards recovery.
The insurance gap has been a key obstacle to the recovery of aviation and tourism. Several countries continue to maintain advisories against travel to the Gulf, making it difficult or impossible for visitors to obtain conventional cover for trips to or through the region. The concern is twofold: one, becoming stranded should hostilities resume, and two, not being able to secure medical insurance. Both Emirates and Etihad have now moved to address that directly, offering insurance to passengers flying to or through their respective home hubs. The Etihad scheme, backed by DCT Abu Dhabi and underwritten by Daman, will run from July to December and covers eligible visitors for up to 15 days.
The second area of concern is real estate. Anecdotally, buyers in sectors economically exposed to the conflict have found it increasingly difficult to obtain mortgage financing, a problem that has become especially acute at the point of handover. The recently signed partnership between Dubai Holding Real Estate and Commercial Bank of Dubai is designed to ease that pressure. The programme opens financing from the 30% construction stage once buyers have met a 50% payment threshold, giving purchasers earlier visibility of their borrowing capacity and reducing uncertainty during the off-plan purchase process.
Taken together, the two initiatives show that the UAE is proactively addressing the technical hurdles as and when they arise. As the recovery gathers momentum, more challenges will surface. The capacity and willingness to address them as they emerge will be crucial to a meaningful recovery.
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Libya signs three oil deals after licensing round17 June 2026
Libya’s National Oil Corporation (NOC) has signed three production-sharing agreements with several international energy companies following the country’s first licensing round in nearly two decades.
The three agreements have been signed with the following consortiums:
- Block O1 – offshore – Eni (Italy; 60%) and QatarEnergy (40%)
- Block O7 – offshore – Repsol (Spain; 40%), Turkiye Petrolleri A O (TPAO; Turkiye; 40%) and MOL Group (Hungary; 20%)
- Block C3 – onshore – Repsol and TPAO
The contracts are three of the five announced as awarded in February this year as part of the 2025 licensing round.
The three contracts were signed on 15 June.
It is not known why the remaining two awarded contracts have not been signed.
The remaining two contracts are:
- Block M1 – onshore – Aiteo (Nigeria)
- Block S4 – onshore – Chevron (US)
Libya is seeking to attract investment and raise oil production capacity to 2 million barrels a day (b/d) from around 1.4 million b/d currently.
The chairman of NOC, Massoud Suleman, said that the agreements reflected growing confidence in Libya’s oil and gas sector and would support exploration, development and production growth.
The 2025 licensing round was Libya’s first licensing round since 2007.
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US–Iran deal sets Hormuz road map17 June 2026
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The US-Iran agreement, declared complete on 14 June, reopens the Strait of Hormuz, lifts the US naval blockade and ends a war that has closed the Gulf’s export artery since 28 February. The strait reopens at Friday’s signing on paper, but the recovery will take months.
US President Donald Trump announced the deal on Truth Social, authorising the "toll-free opening" of the strait and the immediate removal of the blockade, with formal signing set for Geneva on 19 June – with vice-president JD Vance to sign for Washington and parliamentary speaker Mohammad Baqer Ghalibaf for Tehran in the highest-level US-Iran meeting since 1979.
Iran’s deputy foreign minister Kazem Gharibabadi confirmed the text was finalised but said Tehran would not implement it until signing, with the strait staying closed in the interim.
Signing versus substance
The signing on 19 June is merely the starting line that will set in motion a partial reopening to traffic alongside a clearance operation to remove the mines laid by Tehran across key sections of the strait.
The memorandum gives Iranian forces 30 days from signing to clear the strait of mines. At the same time, the Pentagon’s estimates appear to suggest that a full minesweeping could take up to six months, even with three dedicated vessels in the region.
Such gaps – here a 30-day treaty obligation against a six-month operational reality – have become the running feature of the bilateral negotiations, which have been framed by mutual distrust and plagued by an absence of granular detail.
The deal is welcome for the region despite its uncertainty. Behind the mines sits a tanker backlog built over more than 100 days, and Gulf producers that throttled back production and need time and assurances to restore flow.
Before the war, roughly 100 ships transited daily; Kpler now projects around 40 a day could sail within the first month, but with an estimated 300 loaded vessels stranded on either side of the strait, and 250 more sitting empty and idle in the Gulf, it is a pressure release valve, not an immediate restoration of flow.
A total restoration of oil and trade flows is unlikely to come into view before the year’s end.
Insurance represents the second brake, with war-risk premiums standing at 1-4% of vessel value per transit, or about $8m for a $200m tanker – against less than 0.1% before the war.
Shipping associations are no less cautious, with the Baltic and International Maritime Council calling for verified mine-free routes before volume traffic resumes.
Insurance underwriters are likewise unlikely to relent on prices until clearance is confirmed.
Conditional relief
Markets have already traded the sentiment, however. Brent settled at $87.33 on 13 June – an eight-week low – and have fallen further as the deal has firmed. As of early morning trading on 16 June, the first full day of trading after the Islamic New Year, Brent was down at $78.
Yet the relief remains highly conditional: a 60-day nuclear negotiation now follows the signing, and a breakdown in either this, passage through the strait or peace in Lebanon could return the strait to crisis.
The US-touted toll-free terminology is also narrower than billed, with the Iranians instead affirming a 60-day grace period for fees but not eliminating the possibility of “fees” for navigation, environmental and insurance services after that point.
The distinction is legal, not rhetorical, with international maritime law barring tolls on passage through natural straits but permitting the imposition of service fees on vessels passing through territorial waters.
It is through this terminology that Iran is now consistently framing its plans to charge fees from passing vessels through the office of its Persian Gulf Strait Authority – established 5 May and since sanctioned by the US Treasury.
For the Gulf, a 60-day waiver that resolves into an Iranian (and possibly joint Omani) fee regime is a pause in Iran’s tollgate economy, not its end – and would represent a strategic concession for the US, the Gulf and the globe.
Levant entanglement
Lebanon is another conditional space that the deal cannot fully escape, with a flare-up on that front being the final potential trigger that could collapse the 60-day agreement.
Iran has explicitly tied a ceasefire in Lebanon to the resolution of transit in the strait, but Israel does not agree with this, and the linkage may have inadvertently handed Tel Aviv the exact tool it needs to disrupt the US–Iran ceasefire – through the simple of continuing a conflict that it already wants to continue.
Within a day of the deal, Israeli Defence Minister Israel Katz said the IDF would stay in southern Lebanon “without any time limit”, with US officials corroborating that Israeli withdrawal was never a condition of a deal.
On the ground, the ceasefire is already looking frail, with post-deal fire straying in both directions and already endangering the regional calm and Hormuz reopening the Gulf is already pricing.
For Gulf producers and shippers, the distinction and in some cases friction between what the deal declares and what it actually delivers remains a cause for uncertainty.
A declaration is easy, but the delivery requires nuclear negotiation, mine-clearance verification, insurance repricing and a 60-day political test before barrels can again move at volume.
Trump, who has been frustrated for months with the slow progress on Iran from a US perspective, is also more than likely to be distracted by other concerns on a timeline shorter than 60 days – risking the political will to peace coming up short.
In the Gulf, whether Saudi Arabia and the UAE send cabinet-level representatives to Geneva on Friday will signal whether the region’s political leaders are willing to wield the political capital necessary to keep the US on track and pursue the ceasefire to fruition.
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