OCI: Shareholder Approval Granted, Delisting from Euronext Amsterdam on 27 November
Gathered at an extraordinary general meeting on 30 October 2026, the shareholders of OCI N.V. paved the way for the delisting of the Dutch group. Euronext Amsterdam has approved the delisting of OCI shares effective 27 November 2026, ahead of the company's dissolution and liquidation.
All Resolutions Adopted, Demerger Expected on 2 November
The extraordinary general meeting approved all resolutions put to a vote, including those relating to the combination with Orascom Construction PLC and the sale of OCIN. According to the company, each of them also obtained a majority of the votes cast by minority shareholders, and the voting details have been published on its website.
The demerger planned as part of the transaction is expected to take effect on 2 November 2026, subject to the signing of the deed of demerger. On 20 October 2026, the Amsterdam District Court confirmed to OCI that no creditor had filed an objection to this demerger.
Delisting, Share Distribution and Liquidation: The Expected Timetable
NNS's voluntary offer for OCI shares will close on 17 November 2026 at 5:40 p.m. Central European Time. Shareholders wishing to tender their shares are invited to contact their bank or intermediary early enough, as the latter may apply shorter processing deadlines.
The last trading day for OCI shares is set for 26 November 2026, subject to the required regulatory approvals. The ex-distribution date for the Orascom Construction share distribution coincides with the delisting date, and the record date is currently expected to be 30 November 2026.
The crediting of Orascom Construction shares to the accounts of eligible shareholders is expected to begin around 8 December 2026. The dissolution and liquidation of OCI must be initiated between December 2026 and the first half of 2027, and will not take place before the delisting.
To fund the Dutch dividend withholding tax linked to the distribution, OCI will sell a number of Orascom Construction shares corresponding to the withholding percentage. If the proceeds of this sale are insufficient, the balance will be financed on behalf of the combined company, without any additional withholding of shares from shareholders.
An Indicative Timetable, Subject to the Progress of NNS's Offer
OCI specifies that the entire timetable remains indicative and that actual dates may differ from it, including significantly. The acceptance period following the closing of the offer has yet to be set by NNS; if it is extended, notably by two weeks, the record date and the subsequent steps will be postponed.
Aside from events related to the offer, the completion of the various steps depends on the remaining conditions, including the implementation of the combination before the long-stop date of 30 December 2026. In addition, shareholders whose settlement and delivery information is incomplete could receive their Orascom Construction shares later than others, under the holding arrangements provided for.
