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ADNOC Nears EU Approval for $16.6 Billion Covestro Takeover

 |  May 6, 2025

The European Commission is poised to grant unconditional antitrust approval for the Abu Dhabi National Oil Company’s (ADNOC) €14.7 billion ($16.6 billion) acquisition of German chemicals manufacturer Covestro, according to two individuals familiar with the matter, per Reuters.

The deal marks ADNOC’s largest acquisition to date and signals a strategic pivot by the United Arab Emirates to broaden its economic base beyond fossil fuels. This move reflects a wider trend among Gulf nations seeking to invest in global industries amid growing pressure to transition toward cleaner energy alternatives.

Sources cited by Reuters indicated that the European Commission has found no grounds for competitive concerns, given the absence of overlapping business operations between ADNOC and Covestro. The Commission is expected to finalize its decision by May 12, but has so far declined to comment publicly on the case.

ADNOC, which anticipates closing the transaction in the latter half of 2025, could not immediately be reached for comment. Covestro, for its part, stated that it does not comment on regulatory processes. In a written statement, the company emphasized its cooperative stance: “XRG and Covestro are working constructively with all relevant authorities on the FSR, FDI and Merger Control filings. We are confident that all outstanding approvals can be obtained within the long-stop date (02.12.2025).”

If completed, the acquisition would result in XRG, ADNOC’s international investment subsidiary, becoming the majority stakeholder in Covestro. The German firm specializes in producing high-performance polymers and chemical materials used in sectors such as automotive manufacturing, construction, and engineering.

The acquisition has already received unconditional clearance from competition authorities in South Africa and India, Reuters reported. However, it still faces review under the European Union’s Foreign Subsidies Regulation (FSR), which aims to address potential market distortions caused by non-EU companies receiving state aid. ADNOC has not yet submitted an FSR application for the Covestro transaction, though it previously obtained FSR clearance for its investment in the fertilizer firm Fertiglobe without conditions.
Source: Reuters