Methanex (MEOH) Completes Acquisition of OCI Methanol

OCI Global is pleased to announce the successful closing of the divestment of 100% of its equity interests in its Global Methanol Business ("OCI Methanol") to Methanex Corporation (Nasdaq: MEOH) ("Methanex"), (the "Transaction") previously announced on 9 September 2024, following satisfaction of all closing conditions, including receipt of the required regulatory and shareholder approvals.

Nassef Sawiris, Executive Chairman of OCI commented on the announcement: "The successful closing of the Methanol transaction, alongside the full repayment of our bond and bank debt and a further planned return of capital to shareholders, marks a key step in OCI's ongoing evolution. It demonstrates the strength of our portfolio and our ability to execute value-accretive transactions while maintaining financial discipline. Including the proposed USD 1 billion distribution, we will have returned over USD 7.4 billion to shareholders since 2021, reflecting our continued focus on delivering shareholder value."

Hassan Badrawi, CEO of OCI said: "The completion of this transaction underscores our focus on disciplined capital allocation and operational execution. With around USD 11.6 billion in tax-efficient gross proceeds realized in just 18 months, we have enhanced OCI's financial strength, enabling further deleveraging and targeted shareholder distributions, while preserving the flexibility to advance our strategic agenda."

Transaction Details

• The transaction was valued at USD 1.6 billion on a cash-free debt-free basis. The proceeds comprise of approximately USD 1.3 billion of cash (taking into account expected net indebtedness), subject to customary closing adjustments and the issuance of 9.9 million Methanex Shares, valued at USD 346 million.
• OCI becomes a 12.9 per cent shareholder and the second largest shareholder in Methanex following the closing of the Transaction.
• Pursuant to the successful resolution of the previously disclosed dispute between OCI and its Natgasoline joint venture partner, Proman, OCI's indirect 50% interest in the Natgasoline joint venture was included as part of Methanex's acquisition of OCI Methanol.

For more information on the Transaction, reference is made to the press release published on 9 September 2024.

2033 Notes Tender Offer

• As previously announced, OCI is required to launch a tender offer for its USD 600,000,000 6.700 per cent Notes due 2033 (the "Bonds") within five business days of the successful closing of the Transaction, which closing has now occurred.
• OCI intends to launch the tender offer early next week, and holders of the Bonds should refer to the separate announcement that will be forthcoming, which will include details on the timetable for the offer, how to tender Bonds into the offer, and an accompanying consent solicitation.
• The tender offer will be on customary terms and offer a price of 110.75% of par, plus accrued and unpaid interest.

USD 1.0 Billion Extraordinary Cash Distribution

• OCI announces today that it intends to return up to USD 1.0 billion through 2025 and early 2026 to its shareholders.
• The first tranche of approximately USD 700 million has been approved by the Board and is expected to be paid no later than 5 September 2025 through a mix of capital repayments and ordinary cash dividends, based on fiscal reserve capacity. A second tranche totaling up to USD 300 million is expected to be returned to shareholders in late 2025 or early 2026 through a mix of cash dividends and potentially share buybacks, subject to Board approval and strategic review deferred inflows.
• Further details and relevant dates for the approved USD 700 million tranche will be announced in due course.

Advisors

Morgan Stanley & Co. International plc is serving as financial advisor to OCI on the Transaction. A&O Shearman, Cleary Gottlieb Steen & Hamilton LLP and Stikeman Elliott LLP are acting as its legal advisors.

This press release contains or may contain inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation.

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