OCI is selling its share in Fertiglobe: Nassef Sawiris-owned chemical producer OCI has inked a binding agreement to offload its entire 50% stake in ammonia and urea producer Fertiglobe to the Abu Dhabi National Oil Company (Adnoc) for USD 3.62 bn, according to statements by the three companies (here, here, and here, pdf). The transaction prices Fetiglobe shares at an 8% premium at AED 3.20 per share and is expected to close in 2024, according to the statements.

So, who will own what? The transaction will see Adnoc up its stake in Fertiglobe — a joint venture between Adnoc and OCI — to 86.2%. The remaining 13.8% of shares will continue to be traded in free float on the Abu Dhabi Securities Exchange (ADX).

Fertiglobe has a big presence in Egypt: Fertiglobe is currently working with the Sovereign Fund of Egypt and Norwegian renewables developer Scatec on a 50-100 MW green hydrogen plant in Ain Sokhna. The largest fertilizer producer in the MENA region also recently shipped the world’s first ISCC PLUS-certified (International Sustainability and Carbon Certification) green ammonia from the company’s pilot green hydrogen electrolyzer in Egypt.

There’s upside for OCI: “The purchase consideration additionally includes a two-year earn-out mechanism linked to free cash flow metrics and commodity pricing that may allow OCI to participate in future nitrogen market upside,” OCI said.

This isn’t the end of the road for Sawiris and Adnoc: OCI and Adnoc have agreed to explore joint investments in decarbonization and product distribution projects in North America and Europe, OCI said. Sawiris’ private investment office NNS will also be investing in Fertiglobe, “demonstrating NNS’s deep conviction … in the material value creation that lies ahead for Fertiglobe under ADNOC’s stewardship,” Nassef Sawiris said.

Market reax: Following news of the agreement being made official, Fertiglobe’s shares inched up 0.3% during trading on Friday to AED 3.01 a share — 6.1% below the premium penciled into the agreement. Euronext-listed OCI’s shares dropped 13.7% to EUR 20.12 a share by the end of trading Friday

A SPORTS M&A, TOO-

Nassef’s V Sports to welcome new minority stakeholder: US-based investment group Atairos will acquire a minority stake in V Sports — a joint venture between Nassef Sawiris and American b’naire Wes Edens that owns the British Aston Villa FC, the football club said on Friday. The transaction will not affect the ownership of Aston Villa FC, which will continue to be 100% owned by V Sports, which will maintain “full control of all decisions” at the club.

CORRECTION- We incorrectly cited share price data from an Adnoc subsidiary that was not involved in the agreement. We have since amended the story on our website.