Covestro AG and XRG P.J.S.C. (formerly ADNOC International Limited, hereafter “XRG”) have received the final outstanding approval from the German Federal Ministry for Economic Affairs and Energy under foreign investment regulations. With this clearance, all closing conditions have now been fully met, and the transaction is expected to be finalized in the coming days.
This milestone marks the beginning of a long-term strategic partnership designed to accelerate innovation across the global chemical industry—strengthening circular economy solutions, advancing digital transformation, and supporting value creation in high-growth sectors such as mobility, construction, and electronics.
“This moment signifies an exciting new chapter for Covestro,” said Dr. Markus Steilemann, CEO of Covestro. “With XRG as a strong, long-term partner, we are positioned to scale our innovation pipeline, advance our ‘Sustainable Future’ strategy, and set new benchmarks in sustainable chemistry, digitalization, and circular materials. Our shared vision will create long-lasting benefits for customers, employees, suppliers, and the broader stakeholder community.”
Dr. Rainer Seele, President of Global Chemicals at XRG, added: “This regulatory approval enables us to move forward with building a stable and strategic long-term partnership. Covestro represents a world-class platform for expanding our chemicals portfolio and aligns perfectly with our ambition to become a top global investor in advanced materials. We have great respect for Covestro’s talent and expertise, and we look forward to collaborating closely to unlock the company’s full potential.”
Advancing Covestro’s ‘Sustainable Future’ Strategy
The partnership is underpinned by a shared commitment to addressing global megatrends, from climate resilience to resource efficiency. By combining XRG’s scale and energy transition expertise with Covestro’s leadership in high-quality polymer materials, innovative sustainable chemistry, and circular economy technologies, the two companies aim to generate long-term value for customers and stakeholders worldwide.
Upon closing, Covestro’s transformation efforts will be further supported by a EUR 1.17 billion capital increase, enabling timely execution of investment plans and reinforcing the company’s leadership in sustainable materials and digital manufacturing technologies such as AI and quantum computing.
With XRG as a long-term oriented shareholder, Covestro plans to accelerate:
Circular economy expansion, including scaling recycled and bio-based materials
Digital transformation, leveraging AI-driven process optimization
Growth in high-potential markets, including mobility, construction, renewable energy, and electronics
Cleaner and more resilient energy sourcing, supported by XRG’s expertise in global energy transition initiatives
A Stable Platform for Long-Term Growth and Operational Continuity
According to the Investment Agreement, Covestro will serve as the foundational platform for XRG’s Performance Materials and Specialty Chemicals portfolio. Importantly, Covestro will retain full operational autonomy, with its Board of Management—led by CEO Dr. Markus Steilemann—continuing to guide strategic direction and day-to-day operations.
The partnership will focus on identifying opportunities to enhance operational efficiency, strengthen global competitiveness, and capture long-term value as the company advances into its next growth phase.
Additionally, Covestro will maintain its:
Corporate structure
- German corporate governance standards
- Existing general works agreements
- Registered headquarters in Leverkusen
- This ensures stability for employees, customers, and partners while the company integrates new capabilities and taps into expanded global market reach.