#None #Merger Approval #Orascom Construction #OCI N.V.

OCI N.V. Finalizes EGM Approval for Orascom Construction Merger

October 30, 2026, proved to be a significant milestone for OCI N.V. as the company formally announced that its shareholders have unanimously approved all necessary resolutions for its merger with Orascom Construction PLC. This combination aims to create a robust entity poised for enhanced growth and innovation in the construction industry.

Shareholder Meeting Outcomes

The extraordinary general meeting (EGM) witnessed active participation from OCI shareholders, with every resolution receiving overwhelming support. Importantly, minority shareholders also played a vital role by voting in favor of the merger, thereby aligning their interests with the future growth strategy of the company. Detailed results from the voting process are now accessible on OCI’s official website, ensuring transparency and adherence to legal requirements.

Upcoming Timetable for the Merger

OCI has communicated an updated indicative timetable for the merger’s progression, which includes crucial dates leading to the delisting of OCI shares from Euronext Amsterdam. The expected delisting is set to take effect on November 27, 2026. Shareholders should mark their calendars, as November 26, 2026, will be the final day for trading OCI shares before delisting.

Details of the timetable are as follows:

• - Expected effectiveness of the Demerger: November 2, 2026

This follows the approval of necessary resolutions at the EGM, contingent upon executing the demerger deed. Encouragingly, no objections were raised against the merger as confirmed by the Amsterdam District Court.

• - Tender Closing Date: November 17, 2026, at 17:40 CET

Shareholders are advised to liaise with their banks or brokers well ahead of this date to initiate the tendering of their OCI shares, as intermediaries may impose earlier deadline requirements.

• - Final Trading Day for OCI Shares: November 26, 2026

This date marks the end of trading for OCI shares with rights to the distribution.

The anticipated ex-date for the distribution is planned for November 27, 2026. Eligible shareholders are expected to receive OC shares on or around December 8, 2026, subject to various operational considerations and the prompt submission of complete settlement information by shareholders.

Important Considerations for Shareholders

OCI urges all shareholders to familiarize themselves with all relevant documentation available on their website, including the 'Shareholder Decision Guide.' This guide emphasizes the necessity for shareholders wishing to receive OC shares to confirm eligibility by coordinating with their financial intermediaries as swiftly as possible.

Additionally, OCI is focused on maintaining open communication lines regarding the merger process, assuring shareholders that updates will be made as necessary and in compliance with regulatory frameworks. These updates will include specific notification about the Offer and any changes in the timetable.

As OCI navigates through this merger, stakeholders can anticipate a defined strategic direction that leverages the strengths of both companies, aiming for innovation and expansion in their market sectors.

Conclusion

The merger between OCI and Orascom Construction represents a strategic move to enhance market positioning while fostering growth opportunities. As the company embarks on the next stages, shareholders are encouraged to stay informed and actively engaged throughout the unfolding timeline, which will mark a new chapter for both OCI and Orascom Construction.