The Abu Dhabi-based energy giant ADNOC has formally consolidated its global chemical operations, designating Covestro as the central platform for its specialty chemicals business. This strategic milestone, however, coincides with a period of operational challenges for the former Bayer subsidiary. Progress on integration is being overshadowed by declining revenues, a reduced cash settlement for minority shareholders, and imminent leadership changes at the top.
Covestro’s financial performance for 2025 underscores the difficult market environment. Group sales fell by 8.7% to €12.9 billion, driven primarily by lower selling prices. The company’s financial result deteriorated further, posting a loss of €644 million, which was deeper than the previous year’s deficit.
Financial Realignment and Shareholder Exit
Alongside its operational repositioning, Covestro is proceeding with its departure from the stock market. Majority shareholder XRG, which already controls over 95% of the shares, has formally requested a squeeze-out. The set cash compensation of €59.46 per share represents a noticeable discount for remaining minority investors compared to the original takeover offer of €62 per share.
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The company is also adjusting its financial framework to the new reality. A newly arranged syndicated credit line amounts to €1.5 billion, which is €1 billion lower than the previous facility. Concurrently, Covestro is strategically expanding its production capacity through the planned acquisition of two HDI-derivatives manufacturing companies from Vencorex in the United States and Thailand.
New Corporate Structure and Leadership Transition
The corporate restructuring places Covestro within a newly created entity, the Borouge Group International AG. This joint venture between ADNOC and Austria’s OMV combines their strengths in the plastics market. Within this structure, Covestro will oversee the specialty chemicals segment, while Borouge handles the volume business.
When the company’s stock market chapter concludes with its delisting and final shareholder meeting in May 2026, the Leverkusen-based group will face a leadership overhaul. CEO Markus Steilemann will not renew his contract, which runs until 2028, and CFO Christian Baier will depart the company in September. The future, fully private ADNOC subsidiary must fill these vacancies while continuing its internal “STRONG” cost-saving program, which aims to achieve annual relief of €400 million by 2028.
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