OCI (OCI) Q3 2025 earnings summary

Executive summary

• OCI and Orascom Construction agreed to a strategic combination, creating a new infrastructure and investment platform headquartered and listed in Abu Dhabi, with global reach and a secondary listing in Egypt, subject to shareholder approval.

• OCI shareholders will receive 47% of the fully diluted outstanding shares of Orascom Construction via an all-stock transaction, with no cash component.

• Reached agreement to sell ammonia distribution and terminal business to AGROFERT for EUR 290 million, expected to close in H1 2026 pending approvals.

• Strategic review since March 2023 has generated USD 11.6 billion in gross proceeds, supporting USD 7 billion in shareholder distributions over four years.

• The combination was unanimously recommended by independent boards, with NNS (major shareholder) recused from the process to ensure governance integrity.

Financial highlights

• Net debt position as of the latest report stands at USD 59 million.

• Net cash position dropped to USD 137 million as of 30 September 2025 from USD 1,030 million at 30 June 2025, reflecting a USD 700 million extraordinary distribution and project spending.

• $7 billion has been distributed to shareholders over the last four years, primarily through tax-efficient means.

• The $1.35 billion valuation for OCI was based on market-based methodologies, including DCF and relevant multiples, and was above recent market values.

• Adjusted EBITDA for Q3 2025 from continuing operations maintained profitability, with improved European Nitrogen performance over the prior quarter.

Outlook and guidance

• The combined entity will focus on recurring, sustainable income and long-term returns, organized across three pillars: Orascom Infrastructure, Orascom Construction (EPC), and Orascom Capital.

• Significant improvement in second half 2025 results expected compared to the first half, supported by declining European gas prices and a favorable regulatory environment.

• Future inflows from asset monetizations and cash generation are expected to strengthen the balance sheet and fund growth initiatives in 2026.

• The Methanex stake and other residual assets will be managed as active investments within the new platform.