General
XRG moves to take control of Covestro with €59.46 per share buyout
XRG wants a resolution to be passed on the transfer of the shares of the company’s remaining shareholders (minority shareholders) to XRG in exchange for an appropriate cash compensation
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By ICN Bureau | March 24, 2026
Abu Dhabi-based polymer powerhouse XRG has launched a decisive move to take full ownership of German chemicals giant Covestro, formally triggering a squeeze-out of minority shareholders.
XRG has submitted to the Board of Management of Covestro AG the formal request in accordance with Section 327a para. 1 sentence 1 of the German Stock Corporation Act (Aktiengesetz) to convene a general meeting of Covestro AG.
At the general meeting, XRG wants a resolution to be passed on the transfer of the shares of the company’s remaining shareholders (minority shareholders) to XRG in exchange for an appropriate cash compensation (so-called squeeze-out under stock corporation law), and in doing so disclosed the cash compensation per share it has determined.
The move comes after XRG cemented its dominance, revealing it already controls an overwhelming stake in the company.
XRG has informed Covestro AG that it holds a 95.1% stake in the share capital of Covestro AG (before deduction of Covestro AG’s treasury shares) directly and through its wholly-owned indirect subsidiary ADNOC International Germany Holding AG. It is thus the majority shareholder under the German Stock Corporation Act.
With the threshold crossed, XRG has now set the price to buy out remaining investors.
XRG has further announced that it has set the cash compensation for the transfer of the shares held by the minority shareholders of Covestro AG at €59.46 of Covestro AG.
The determined cash compensation is based on an expert opinion issued by PricewaterhouseCoopers. The final step, however, hinges on shareholder approval and regulatory formalities.
