Nassef Sawiris’ private firm in Cyprus moves forward with $4.7-per-share offer for OCI Global

OCI Global N.V. has confirmed that it received an update from its largest shareholder, NNS Holding (Cyprus) Limited, a Cyprus-domiciled privately owned arm of NNS Group founded in 2008 by Nassef Sawiris, regarding a planned voluntary public takeover offer, marking a significant step in a potential full acquisition of the Amsterdam-listed fertilizer and chemicals producer.

In a statement released on June 29, 2026, OCI said it is publishing the update from NNS for information purposes only, without comment or endorsement, in line with regulatory requirements under the EU Market Abuse Regulation.

NNS advances takeover plan
NNS, an investment vehicle founded by Egyptian billionaire Nassef Sawiris, announced that it has submitted a draft offer memorandum to the Dutch Authority for the Financial Markets (AFM), outlining its intention to acquire all issued and outstanding shares of OCI.

The proposed all-cash offer is priced at €4.1 ($4.7) per share, including dividends. NNS said it is committed to launching the offer as soon as regulatory approvals are secured.

The Cyprus-based investment firm already holds a significant stake in OCI and is its largest shareholder, positioning it strongly to pursue a full buyout.

Fully funded offer with limited conditions
NNS stated that it has sufficient cash resources readily available to finance the transaction, including associated fees and expenses, removing a key uncertainty often associated with takeover bids.

The offer will be subject to a limited set of customary conditions, including regulatory approvals, absence of legal or governmental restrictions, and continued trading of OCI shares on Euronext Amsterdam.

Notably, the offer does not include a minimum acceptance threshold, meaning NNS will proceed with acquiring any shares tendered by investors, provided the conditions are met or waived.

Sawiris family backs strategy
In a move that underscores internal alignment, members of the Sawiris family have agreed not to tender a portion of their holdings into the offer. These non-tender undertakings cover approximately 19.17 million shares, representing about 9.07% of OCI’s issued share capital.

Under the agreement, these shareholders have committed not to sell or transfer their shares during the offer period, including any additional shares acquired before the offer closes.

This arrangement effectively ensures that a portion of the company remains under aligned ownership even as the broader shareholder base is invited to participate in the buyout.

Next steps hinge on regulatory review
The transaction now depends on the approval of the AFM, which must review and clear the offer memorandum before the formal launch of the bid. Timing remains uncertain, although NNS indicated it aims to proceed at the earliest possible date.

OCI, which is listed on Euronext Amsterdam, operates across nitrogen fertilizers, methanol, and industrial chemicals, serving global agricultural and energy markets.

If completed, the transaction would mark a major restructuring of OCI’s ownership, consolidating control under NNS and the Sawiris family’s investment platform. The company did not provide additional commentary on the offer, reiterating that the announcement is being shared strictly for informational purposes.

Nassef Sawiris