OMV and ADNOC form Borouge Group International, a USD 60+bn polyolefins group

Deal overview

OMV and ADNOC will combine their Borealis and Borouge shareholdings into a new company, Borouge Group International, and ADNOC has agreed to purchase Nova Chemicals for an enterprise value of USD 13.4 billion. Borouge Group International will then acquire Nova Chemicals, expanding the combined footprint into North America.

Ownership, funding and listings

OMV and ADNOC will each hold 46.94% of the new company after OMV injects EUR 1.6 billion (reduced by dividends paid until completion). The entity will be headquartered and domiciled in Vienna with a regional headquarters in Abu Dhabi, listed on the Abu Dhabi Securities Exchange and intended to dual-list on the Vienna Stock Exchange. The Nova acquisition will be funded with acquisition debt expected to be refinanced, and Borouge Group International may raise up to USD 4 billion of equity to support index inclusion and an investment-grade profile.

Scale, assets and synergies

On a pro forma basis (2020–2024) the combined group would average USD 4.5 billion EBITDA, 26% EBITDA margin, about 12.2 million tonnes p.a. polyolefins capacity, 11.4 million tonnes p.a. olefins capacity and over 11,000 employees. Through-the-cycle EBITDA is expected to exceed USD 7 billion per year. The transactions target roughly USD 500 million per year of run-rate EBITDA synergies, with about 75% realised within three years. Borouge 4 is envisaged to be recontributed end-2026 at an estimated cost of USD 7.5 billion and to contribute around USD 900 million EBITDA per year.

Dividends, timing and markets

The group will target a minimum total annual floor dividend of USD 2.2 billion (including about USD 1 billion to OMV). Completion of the Borealis–Borouge combination and the Nova acquisition is expected in Q1 2026, subject to regulatory approvals and customary conditions. Global polyolefins demand is cited to grow at a 3.7% CAGR from 2024–2035.