28 September 2026

OCI Global Reports H1 2026 Results

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Hassan Badrawi, CEO of OCI Global commented:

“During the first half of 2026, OCI advanced the final stages of its strategic review. We completed the sale of our global ammonia distribution and terminal business to AGROFERT, handed over Beaumont New Ammonia to Woodside and monetized our entire investment in Methanex. In June, we reached agreement with AGROFERT for the sale of an initial 50% interest in OCI Nitrogen, expected to close in the second half of 2027, together with a mechanism for the subsequent sale of the remaining interest. The agreement provides a pathway for OCI Nitrogen to transition to a strategic owner with an established position in European nitrogen markets, supporting continuity for its employees, customers and operations.

Alongside these developments, and with the consent of the directors appointed by the Enterprise Chamber, we have convened an extraordinary general meeting at which shareholders will be asked to approve the proposed combination with Orascom Construction. The offer period for NNS’s recommended public cash offer for all OCI shares commenced on 15 September 2026, providing shareholders with a cash exit alternative, subject to the terms and conditions of the offer.

Throughout this process, our priorities remain maintaining operational discipline at OCI Nitrogen amid challenging market conditions, managing the Group’s remaining assets and obligations and completing the transactions required to conclude OCI’s strategic transformation.”

Basis of preparation

As at 30 June 2026, OCI’s remaining assets and liabilities, including OCI Nitrogen (“OCIN”), are classified as held for sale in connection with the proposed combination with Orascom Construction PLC (“Orascom Construction” or “OC”). With no Continuing Operations remaining, the Group’s results are presented entirely within Discontinued Operations, including results of disposed businesses up to their respective completion dates. The H1 2025 income statement and cash flow comparatives have been re-presented accordingly.

OCI has discontinued alternative performance measure (APM) adjustments, reflecting their reduced relevance to management’s assessment of underlying operating performance and strategic decision-making.

For further details of the Group’s financial performance and position, please refer to OCI N.V.’s published Semi-annual Report H1 2026, included as an appendix to this press release.

Key Financial Highlights

H1 2026 Key Highlights

• OCI Global (Euronext: OCI) reported net profit attributable to shareholders of USD 1 million in H1 2026, compared with USD 343 million in H1 2025. The H1 2026 result includes a USD 238 million gain on the disposal of OCI Ammonia Holding (“OCI AH”), largely offset by an impairment charge at OCI Nitrogen. The prior-year result included a USD 688 million gain on the sale of OCI Methanol.

• The OCI Nitrogen segment reported revenue of USD 534 million in H1 2026, compared with USD 566 million in H1 2025[1] . Operating profit increased to USD 53 million from a loss of USD 21 million in the prior-year period, reflecting favorable market conditions in the beginning of the period, as more fully described below. Despite positive earnings during the first half of 2026, OCI Nitrogen reported negative free cash flow of USD 2 million. More recently, OCI Nitrogen has experienced increased margin pressure as higher European TTF gas prices have coincided with declining product selling prices and weaker demand in certain end markets. As a result, operating performance in July and August 2026 deteriorated materially relative to the levels achieved in H1 2026. Management estimates adjusted EBITDA and free cash flow for July and August 2026 of approximately USD 8 million and negative USD 16 million, respectively. Management’s outlook for the remainder of 2026 reflects a continuation of these less favourable market conditions.

• OCI Nitrogen reported a net loss attributable to shareholders of USD 175 million in H1 2026, compared with a net loss of USD 12 million in H1 2025.

• Prior to its classification as held for sale on 1 June 2026, OCI Nitrogen recognised a non-cash impairment charge of USD 215 million, which resulted in a June 30 carrying value of USD 123 million after management concluded that the carrying amount of the business exceeded its fair value less costs of disposal. The assessment reflected the impact of sustained geopolitical tensions, including elevated European natural gas prices, volatility in nitrogen markets and significant disruption at major on-site customers, which reduced customer operating rates and ammonia offtake.

• Total corporate costs within Corporate Entities were USD 58 million in H1 2026, compared with USD 69 million in H1 2025. A substantial portion of H1 2026 costs related to strategic transactions, legal and advisory expenses, Enterprise Chamber proceedings and other costs associated with the Company’s ongoing transformation.

Net Cash Highlights

• As at 30 June 2026, held-for-sale net cash was USD 1.05 billion. This compares with a net cash position of USD 695 million at 31 March 2026 and net debt of USD 54 million at 31 December 2025. The increase during H1 2026 primarily reflects receipts relating to the handover of Beaumont New Ammonia, net proceeds from the OCI AH disposal and the sale of Methanex shares. This was partially offset by corporate cash outflows, including one-off items, and a net cash outflow at OCI Nitrogen.

Key Strategic and Business Highlights

Proposed Combination with Orascom Construction and NNS Cash Offer

• OCI continues to progress its proposed combination with Orascom Construction, announced on 9 December 2025 (the “Combination”). The Combination would establish an Abu Dhabi-anchored infrastructure and investment platform, combining OC’s construction and concessions expertise with OCI’s capital base and investment experience.

• On 14 September 2026, NNS Holding (Cyprus) Limited (“NNS”) published its AFM-approved offer memorandum for its voluntary all-cash public offer to acquire OCI shares at EUR 4.10 per share, cum dividend (the “Offer”). The acceptance period opened at 09:00 CEST on 15 September 2026 and remains open, with a scheduled closing deadline of 17:40 CET on 17 November 2026, unless extended. The Offer has no minimum acceptance threshold and is subject to the terms and conditions set out in the Offer Memorandum.

• OCI published its position statement on 15 September 2026, setting out the directors’ respective assessments of the Offer. The Independent Directors[2] unanimously recommend the Offer, on its terms and subject to its conditions, and continue to recommend the Combination. Their assessment was informed by independent advice, including Alvarez & Marsal’s solvent wind-down analysis and Rothschild & Co’s fairness opinion. They consider the Offer financially more attractive than a solvent wind-down but do not express a preference between tendering shares into the Offer and participating in the Combination. Shareholders are encouraged to make their own assessment, taking into account their individual circumstances and investment objectives.

• The directors appointed by the Enterprise Chamber (the “EC Directors”) support the availability of the Offer as a cash alternative for shareholders, while maintaining a neutral opinion on the offer price. Their support does not constitute a recommendation to shareholders to tender their shares. Having assessed the Combination in conjunction with the Offer, the EC Directors consider that the two propositions together give adequate and reasonable weight to the interests of OCI’s minority shareholders. Their assessment was supported by separate financial and legal advice, including AXECO’s fairness opinion.

• With the consent of the EC Directors, OCI has convened an extraordinary general meeting for 30 October 2026 (the “EGM”) to discuss the Offer and vote on the resolutions relating to the Combination. The resolutions relating to the Combination are subject to the conditions described in the EGM documentation, including conditions relating to the Offer. Further details are provided in the EGM agenda, explanatory notes and OCI’s position statement.

• Following the hearing on 20 August 2026 in the proceedings initiated by VEB and certain other shareholders, OCI is awaiting the Enterprise Chamber’s decision, which is expected by 7 October 2026. These shareholders did not seek interim measures aimed at postponing, prohibiting or otherwise preventing completion of the Combination.

• Completion of the Combination is currently expected in Q4 2026, subject to shareholder approval and satisfaction of applicable transaction conditions.

**
OCI Nitrogen**

• On 1 June 2026, OCI entered into an agreement with AGROFERT pursuant to which AGROFERT will acquire an initial 50% interest in Nitrogen Intermediate Holding B.V., the parent company of OCI Nitrogen B.V (“OCI Nitrogen”). Completion of the initial transaction is expected by H2 2027, subject to regulatory approvals, OCI shareholder approval and other customary closing conditions. The agreement also provides OCI with a put option and AGROFERT with a call option over the remaining 50% interest in OCIN, exercisable from two years after completion of the initial transaction.

• OCI Nitrogen was classified as held for sale as of 1 June 2026, and the results of the European Nitrogen segment, including the Ammonia Distribution business, are presented as discontinued operations in accordance with IFRS 5.

• Nitrogen market fundamentals were generally supportive through April 2026, when pricing moderated from peak levels reached earlier in the year. Market conditions deteriorated following the escalation of geopolitical tensions in the Middle East, which drove a significant increase in European natural gas prices without a corresponding increase in nitrogen product prices. As a result, a substantial divergence emerged between gas input costs and selling prices for the remainder of the period. These market conditions have persisted into Q3 2026. Average European natural gas prices in Q3 2026 to mid-September were approximately 40% higher than in Q2 2026, while average ammonia and CAN prices were approximately 20% and 10% lower, respectively, and significantly below the peaks reached in April.

• In response to the current margin environment, OCI Nitrogen has reduced production at certain facilities and curtailed ammonia production where economics do not support full operating rates. Major on-site customers have also operated at significantly reduced rates during the period, contributing to lower ammonia offtake, reduced asset utilisation and materially higher per-unit operating costs.

• Conditions in the melamine market have been particularly challenging, with weakened demand, lower operating rates and continued pressure on profitability. On this basis, OCI Nitrogen has prioritised production of higher-return products, including UAN and AdBlue, and continues to assess alternative operating configurations for its melamine assets.

• In addition to challenging market conditions, earnings were affected by operational disruptions at certain production facilities and major on-site customers during the period. OCI Nitrogen continues to operate in a highly cyclical and operationally leveraged environment, where relatively small changes in natural gas costs, product pricing, plant reliability and customer operating rates can have a disproportionate impact on profitability, cash generation and valuation.

Beaumont New Ammonia

• On 25 March 2026, OCI completed the handover of Beaumont New Ammonia to Woodside and received the USD 470 million deferred consideration, representing 20% of total transaction proceeds, less amounts withheld in respect of outstanding construction obligations, certain closing-related adjustments and remaining estimated close-out costs. OCI has since substantially completed the project close-out process, including the settlement of all subcontractor claims. OCI continues to estimate total project costs through completion at approximately USD 1.8 billion, consistent with Q4 2025. This total budget is inclusive of all close-out costs and the H2 2026 final settlement.

**
OCI Ammonia Holding**

• On 31 March 2026, OCI completed the sale of its entire equity interest in OCI AH to AGROFERT, receiving initial cash proceeds of EUR 297 million (USD 342 million). The transaction remains subject to customary post-closing adjustments, with completion of the settlement process expected in H2 2026. OCI does not currently expect those adjustments to have a material impact on future cash flows.

**
Methanex Investment**

• During H1 2026, OCI fully monetized its holding of 9,944,308 Methanex shares through a series of block sales, generating total cash proceeds of approximately USD 543 million after customary fees and expenses. The shares represented approximately 12.9% of Methanex’s outstanding share capital when received as consideration for the sale of OCI Methanol in June 2025. The net weighted average sale price was USD 54.56 per share, 21% above the reference share price used in the OCI Methanol transaction announced in September 2024.

**
Fertiglobe Contingent Consideration and Liabilities**

• There have been no material developments that impact the Fertiglobe contingent consideration. Accordingly, the provision remains unchanged from the position reported in the audited 2025 annual accounts. The Board continues to believe that the provision of USD 361.6 million represents the best estimate of OCI’s potential exposure.

Other Information

Notes

This report contains unaudited first half financial highlights of OCI N.V. (“OCI Global”, “OCI”, the “Group” or the “Company”), a public limited liability company incorporated under Dutch law, with its head office located at Honthorststraat 19, 1071 DC Amsterdam, the Netherlands.

OCI Global is registered in the Dutch commercial register under No. 56821166 dated 2 January 2013. The Group is primarily involved in the production of nitrogen-based fertilizers and industrial chemicals.

Auditor

The information contained in this Results Report has not been audited. The accompanying Semi-Annual Condensed Consolidated Financial Statements have been reviewed, but not audited, by the Company’s independent external auditor.

Market Abuse Regulation

This press release contains inside information as meant in clause 7(1) of the Market Abuse Regulation.

[1] Financial performance for OCI Nitrogen in H1 2025 includes the results of OCI Ammonia Distribution B.V. prior to its carve-out in August 2025 and is therefore not fully comparable to H1 2026.

[2] “Independent Directors” means OCI’s directors other than Nassef Sawiris, Nadia Sawiris and the directors appointed by the Enterprise Chamber, and includes the Company’s executive director.

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AMSTERDAM, 17 September 2026 – OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) confirms that on 16 September 2026 it received from Oceanwood Capital Management LLP the attached open letter, written on behalf of a group of three shareholders in the Company. OCI is publishing the letter for information purposes only, without comment or endorsement.

**
Annex** – Open letter to the Board of OCI Global N.V., 16 September 2026

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This press release is issued pursuant to the provisions of Section 18 paragraph 3 of the Dutch Decree on public takeover bids (Besluit openbare biedingen Wft) (the “Decree“) in connection with the cash offer by NNS Holding (Cyprus) Limited (“NNS“) for all the issued and outstanding shares in the capital of OCI N.V. (“OCI” or the “Company“) (the “Offer“).

AMSTERDAM, 15 September 2026 – OCI (Euronext: OCI) has taken note of the press release issued by NNS on 14 September 2026 in which it formally announced the launch of the Offer by means of publication of its offer memorandum available on NNS’s website at https://nnsholding.com/. In connection with the launch of the Offer, OCI announces that today it has published its Position Statement regarding the Offer as required pursuant to Section 18 of the Decree.

OCI further announces that also today, in accordance with the Decree, it has convened an Extraordinary General Meeting of shareholders (“EGM“) to be held on 30 October 2026 at 10:00 a.m. CET to discuss the Offer. In addition, at the EGM the shareholders will be asked to vote on (i) the proposed strategic combination between OCI and Orascom Construction PLC, and (ii) the OCIN Sale (both as further described in the explanatory notes to the agenda of the EGM).

A copy of the Position Statement, the notice and agenda with explanatory notes for the EGM and related materials are available on OCI’s website at https://oci-global.com/shareholder-meetings/.

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AMSTERDAM, 3 September 2026 – OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) confirms that it has received a petition filed by Value8 N.V. with the Enterprise Chamber of the Amsterdam Court of Appeal. The petition seeks, among other things, an inquiry into OCI’s affairs and requests certain interim measures, including an order prohibiting OCI from putting the proposed combination with Orascom Construction PLC to a shareholder vote or otherwise implementing the transaction pending further proceedings. If granted, the requested interim measures could delay or prevent completion of the proposed transaction and certain related transactions.

The Company is reviewing the petition together with its legal advisers and believes it is without merit. OCI notes that the petition largely restates allegations and arguments that have already been advanced in ongoing proceedings before the Enterprise Chamber and intends to respond through the appropriate legal channels and in accordance with the applicable procedures.

The filing of the petition does not change OCI’s focus on executing its announced strategy and pursuing the transactions previously communicated to shareholders. OCI will provide updates as appropriate and in accordance with its disclosure obligations.

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AMSTERDAM, 02 July 2026 – OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) confirms that it has received the attached statement from NNS Holding (Cyprus) Limited (“NNS”) and is publishing it for information purposes only, without comment or endorsement

**
Annex** – NNS Press Release of 02 July 2026 confirming continued support for the combination of OCI’s Business with Orascom Construction PLC

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ABOUT OCI GLOBAL

Learn more about OCI at www.oci-global.com . You can also follow OCI on LinkedIn.

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AMSTERDAM, 02 July 2026 – OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) confirms that Oceanwood Capital Management LLP (“Oceanwood”) has informed the Company that, on 01 July 2026, Oceanwood notified Vereniging van Effectenbezitters (“VEB”) of the withdrawal of Oceanwood’s power of attorney granted to VEB in connection with the OCI N.V. Enterprise Chamber proceedings.

Based on the applicant shareholding overview filed in the Enterprise Chamber proceedings, The Oceanwood Fund represented approximately 93.75% of the approximately 2.01% of OCI’s issued share capital attributed to the applicants in aggregate at the time of the original VEB application, with 3,980,000 OCI shares attributed to The Oceanwood Fund. Separately, Oceanwood has disclosed to OCI that, as of 22 June 2026, funds managed by Oceanwood held 4,934,414 OCI shares.

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ABOUT OCI GLOBAL

Learn more about OCI at www.oci-global.com . You can also follow OCI on LinkedIn.

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AMSTERDAM, 1 July 2026 – OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) announces that the Board of Directors (the “Board”) (excluding Nassef Sawiris and Nadia Sawiris) recommends the voluntary all-cash public offer (the “Offer”) for all issued and outstanding shares in the share capital of OCI (each a “Share”) at an offer price of EUR 4.10 cum dividend per Share made by NNS Holding (Cyprus) Limited (“NNS”). 

The court-appointed independent non-executive directors (the “Court-appointed Directors”) of OCI announce that, having completed their assessment of the transaction between OCI and Orascom in conjunction with the NNS Offer, they have decided to consent to the convocation of an extraordinary general meeting of the Company to approve the OCI-Orascom transaction. The resolution to approve the OCI-Orascom transaction will be subject to the condition that NNS will have made the Offer, will have declared the Offer unconditional and will have completed settlement thereof. The reasons for the decision of the Court-appointed Directors are further explained in paragraph 5 below. Any reference to the Board in the remainder of this announcement, does not include the Court-appointed Directors, unless explicitly indicated otherwise.

1. THE OFFER

After NNS submitted a first proposal for a cash offer on 11 May 2026, the Board (excluding Nassef Sawiris and Nadia Sawiris) and NNS have been in discussions regarding a potential cash offer in connection with the Orascom Combination. The Board has carefully assessed and evaluated NNS’ proposals for a voluntary all-cash offer, supported by its independent financial and legal advisers, and have considered it against alternative scenarios including a solvent wind-down.

On 24 June 2026, NNS announced its intention to launch a voluntary all-cash public offer for all issued and outstanding Shares at an offer price of EUR 4.10 cum dividend per share. On 29 June 2026, NNS announced that it has submitted a draft offer memorandum to the AFM in connection with its intention to launch a voluntary all-cash public offer for all Shares at an offer price of EUR 4.10 (cum dividend) per Share. NNS also announced that it has sufficient funds readily available to finance the Offer, and the payment of fees and expenses related to the Offer, through available cash resources.

NNS furthermore announced that the obligation of NNS to declare the Offer unconditional (het bod gestand doen) will be subject to a limited number of customary offer conditions, including (i) any required competition clearances having been obtained; (ii) no AFM notification under section 5:80 Wft preventing investment firms from cooperating with settlement; (iii) no governmental order or measure prohibiting completion of the Offer; and (iv) no permanent suspension or ending of trading in the Shares on Euronext Amsterdam. NNS stated that the Offer is not subject to a minimum acceptance threshold.

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AMSTERDAM, 29 June 2026 – OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) confirms that it has received the attached statement from NNS Holding (Cyprus) Limited (“NNS”) and is publishing it for information purposes only, without comment or endorsement

Important information

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

**
Annex** – NNS Press Release of 29 June 2026 announcing update on the voluntary public offer

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ABOUT OCI GLOBAL

Learn more about OCI at www.oci-global.com . You can also follow OCI on LinkedIn.

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AMSTERDAM, 26 June 2026 – OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) confirms that it has received the attached letters from Oceanwood Capital Management LLP (“Oceanwood”), a shareholder in the Company, which are published at Oceanwood’s request with its consent.

The views, statements and opinions expressed in these letters are those of Oceanwood alone and do not necessarily reflect the views of OCI, its Board of Directors or management. OCI has not independently verified the contents of these materials and does not accept any responsibility or liability for their accuracy or completeness.

The publication of these letters is provided for transparency purposes only and should not be taken as an endorsement by OCI of any statements or positions expressed therein.

OCI will continue to provide updates to the market in accordance with its regulatory disclosure obligations.

AnnexI -Oceanwood Capital Management correspondence dated 24 June 2026

Annex II – Oceanwood Capital Management correspondence dated 22 June 2026

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ABOUT OCI GLOBAL

Learn more about OCI at www.oci-global.com . You can also follow OCI on LinkedIn.

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AMSTERDAM, 26 June 2026 – OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) confirms that it has received the attached statement from NNS Holding (Cyprus) Limited (“NNS”) and is publishing it for information purposes only, without comment or endorsement

Important information

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

**
Annex** – NNS Press Release of 26 June 2026 announcing update on the voluntary public offer

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ABOUT OCI GLOBAL

Learn more about OCI at www.oci-global.com . You can also follow OCI on LinkedIn.

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AMSTERDAM, 25 June 2026 – The court-appointed independent non-executive directors (the “Court-appointed Directors”) of OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) confirm that they are continuing to consider the proposal from NNS  Holding (Cyprus) Limited (“NNS”) for a voluntary all-cash public offer (the “Offer”).

Mandate of the Court-appointed Directors of OCI

As previously communicated, the Court-appointed Directors were appointed by the Enterprise  Chamber of the Amsterdam Court of Appeal (the “Enterprise Court”) in January 2026 as non[1]executive directors of OCI with a special mandate. That mandate requires them to  independently assess the preparation of the proposed transaction between OCI and Orascom,  and to ensure that the OCI Board fulfils its obligations towards OCI and all its stakeholders –  including, and in particular, its minority shareholders. Pursuant to the Enterprise Court’s orders,  the Court-appointed Directors are the only persons authorised to place the approval of any  such transaction with Orascom on the agenda of an Extraordinary General Meeting.  

In carrying out their mandate, the Court-appointed Directors operate fully independently from  the OCI’s controlling shareholder.

At the Annual General Meeting of OCI held on 2 June 2026, the Court-appointed Directors  announced that they were working towards finalising their assessment by the end of June  2026. That remains their intention.

Court-appointed Directors of OCI will continue to evaluate the Offer

The Court-appointed Directors welcome the Offer, as it would provide a cash alternative for OCI shareholders who do not wish to, or cannot, roll over into Orascom following the proposed OCI-Orascom transaction. As such, it represents a potentially meaningful step towards resolving the impasse surrounding the proposed transaction. In that context, the adequacy of the Offer is a relevant consideration in the Court-appointed Directors’ ongoing assessment of whether the proposed OCI-Orascom transaction can be put to shareholders in a manner that properly addresses the position of OCI’s stakeholders – including, and in particular, its minority shareholders.

At this point in time, the Court-appointed Directors have not yet concluded their assessment in respect of the Offer. On that basis, the Court-appointed Directors are not yet in a position to authorise a convocation of an Extraordinary General Meeting to approve the proposed OCI-Orascom transaction. They will continue to assess the Offer and remain fully committed to  working constructively with the Board to reach a decision, as soon as possible.

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AMSTERDAM, 24 June 2026 – OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) today confirms that it has received a statement from NNS Holding (Cyprus) Limited (“NNS”) confirming its intention to launch a voluntary all-cash public offer (the “Offer”) for all issued and outstanding shares in the capital of OCI at an offer price of EUR 4.10 cum dividend per share.

Process and assessment

After NNS submitted a first proposal for a cash offer on 11 May 2026, the Board of Directors of OCI (excluding Nassef Sawiris and Nadia Sawiris, who have not participated in any of the discussions, deliberations and decision-making) and NNS have been in discussions regarding a potential cash offer in connection with the transaction with Orascom Construction PLC to resolve the current impasse.

The Board of Directors of OCI have carefully assessed and evaluated NNS’ proposals for a voluntary all-cash offer, supported by its independent financial and legal advisers, and have considered it against alternative scenarios including a solvent wind-down.

The Board of Directors of OCI, other than the Enterprise Court appointed Members, maintains that the transaction with Orascom Construction PLC represents a compelling strategic outcome for OCI and its stakeholders, while also recognizing that certain shareholders expressed a preference for a cash exit alternative. We note that NNS states that the Offer is intended to provide a way out of the impasse surrounding the proposed transaction with Orascom Construction PLC. The Board of Directors of OCI, other than the Enterprise Court appointed members, concluded that it is in the best interest of OCI’s minority shareholders that any cash offer includes the possibility for OCI’s shareholders to participate in the combination with the transaction with Orascom Construction PLC, which view has been confirmed by various large shareholders in recent communications.

The Board of Directors of OCI, other than the Enterprise Court appointed members, therefore, supports a cash offer at EUR 4.10 per share in combination with the transaction with Orascom Construction PLC.

The Enterprise Court appointed members have not yet taken a decision whether they support the Offer and whether they consent with the convocation of an Extraordinary General Meeting to approve the transaction with Orascom Construction PLC. The Board of Directors awaits the decision of the Enterprise Court appointed members.

**
Next steps**

The Board of Directors of OCI remains fully committed to unlocking the existing impasse and intends to provide a further update, including with respect to the transaction with Orascom Construction PLC, as soon as possible, recognizing that OCI’s stakeholders expect certainty in the near future.

Important information

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

Annex – Press release NNS dated 24 June, 2026 announcing its intended voluntary cash offer

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FURTHER INFORMATION ON THE ORASCOM TRANSACTION

The Orascom Combination was announced by press release on 9 December 2025 and was further described in the materials provided to shareholders in connection with the extraordinary general meeting convened for 22 January 2026, at which the Orascom Combination had been intended to be put to a vote but was subsequently removed from the agenda in compliance with the decision of the Enterprise Chamber.

Shareholders are referred to the dedicated section of the Company’s website titled ‘Strategic Combination’, which contains the materials previously published in connection with the Orascom Combination. Shareholders should note that those materials have not been updated to reflect developments occurring after the date of their original publication.

ABOUT OCI GLOBAL

Learn more about OCI at www.oci-global.com . You can also follow OCI on LinkedIn.

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AMSTERDAM, 1 June 2026: OCI Global (Euronext: OCI)(“OCI” or the “Company”) today announces that it has reached an agreement to divest 50% of its equity interest in Nitrogen Intermediate Holding B.V. (which owns 100% of “OCI Nitrogen” or “OCIN”) to AGROFERT, a.s. (“AGROFERT”), a European nitrogen products manufacturer, (the “Initial Transaction”). The agreement also includes a put/call option for the remaining 50% stake, exercisable by either OCI or AGROFERT from two years after close of the Initial Transaction, through a pre-agreed 7x multiple applied to the average pro-forma adjusted EBITDA of the preceding two years.

**
Hassan Badrawi, Chief Executive Officer of OCI commented,**

“This agreement reflects a disciplined outcome following a comprehensive and multi‑year process involving a broad range of counterparties. Against that backdrop, we are confident that the transaction is a compelling strategic outcome for OCI Nitrogen, and the best achievable outcome for OCI and its stakeholders. Placing the business with a strategic owner with a strong industrial footprint in European nitrogen markets supports long-term continuity for the asset, its employees and customers, and provides an appropriate platform for OCI Nitrogen’s future development, while also advancing toward the completion of OCI’s strategic transactions in this space.”

Transaction Structure

Initial Transaction (expected by H2 2027):

• OCI will sell 50% of OCIN to AGROFERT for a purchase price consideration equal to 50% of EUR 110 million, subject to customary adjustments for net debt[1] at completion, and transaction expenses.
• Completion of the Initial Transaction is expected by H2 2027, subject to satisfaction of all required regulatory approvals, and approval by OCI N.V.’s shareholders at an extraordinary general meeting to be convened.
• Following completion of the Initial Transaction, AGROFERT will assume operational control of OCIN, including majority board representation, while OCI will retain a 50% economic interest together with customary joint venture protection rights.

**
Put/Call Option Structure (estimated to be exercisable starting H2 2029):**

• OCI could sell the remaining 50% of OCIN to AGROFERT pursuant to a put/call option exercisable by either OCI or AGROFERT from two years after close of the Initial Transaction.
• The purchase price applied for the put/call option would be determined based on a 7x multiple applied to 50% of the two-year average pro-forma adjusted EBITDA prior to exit (including agreed adjustments for several non-recurring or one-off items), subject to customary net debt1 adjustments at closing.

**
OCIN Standalone Results in Perspective:**

• On a standalone basis (adjusted for non-recurring or one offs excluded from applicable EBITDA definition[2] as part of the put/call option), OCIN generated EUR 105 million EBITDA over the last twelve months to April 2026, and EUR 41 million on average over 2024-2025. The last twelve months performance includes EUR 43 million generated in Q1 2026, which reflects a strong nitrogen pricing environment. Q1 2026 should not be viewed as indicative of run-rate performance, as the quarter was affected by an unusual geopolitical environment and the resulting price and cost volatility.
• OCIN Net Debt is expected to be approximately EUR 100 million during the period preceding the first expected put/call option date.

Advisers

Morgan Stanley & Co. International plc is serving as financial advisor to OCI on the transaction. A&O Shearman is acting as its legal advisor.

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

-Ends-

ABOUT OCI GLOBAL

Learn more about OCI at www.oci-global.com . You can also follow OCI on LinkedIn.

ABOUT AGROFERT

Learn more about AGROFERT at https://www.agrofert.cz/en/about-agrofert .

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Amsterdam, The Netherlands / 29 May 2026

Hassan Badrawi, CEO of OCI Global:

“During the first quarter, OCI made continued progress in executing its strategic priorities, including the completion of the sale of OCI Ammonia Holding to AGROFERT, the handover of Beaumont New Ammonia to Woodside, and the monetization of our entire Methanex stake through a series of transactions during the quarter and thereafter. These steps reflect further progress on key strategic executions.

Looking ahead, our focus remains on disciplined cost and balance sheet management and advancing our current strategic priorities, including a potential transaction for OCI Nitrogen. The Company continues to support the ongoing Enterprise Chamber process and will provide further updates as appropriate in line with its disclosure obligations.”

Statement from the Enterprise Chamber Appointed Directors:

“Over the past months, we have discharged our special mandate in constructive collaboration with the Company. We aim to be in a position to determine by the end of June whether to submit the Orascom transaction for shareholder approval. Any further updates will be provided as and when appropriate, in accordance with applicable disclosure requirements.”

Key Financial Highlights

• Adjusted EBITDA for OCI’s residual operating business OCI Nitrogen (“OCIN”) on a standalone basis (excluding OCI Ammonia Holding “OCI AH”) was USD 52 million in the quarter. Total own-produced sales volumes were 539 thousand tonnes in the quarter compared to 484 thousand tonnes in Q1 2025. Q1 2026 operating free cash flow for OCIN on a standalone basis (excluding OCI AH) was negative at USD 33 million, reflecting a USD 76 million working capital outflow. This primarily relates to the reversal of late‑2025 payables and receivables optimization.

• Within Corporate Entities, the Company’s corporate cost base remains above the previously guided run-rate, reflecting ongoing strategic processes, including the Enterprise Chamber proceedings, the potential sale of OCI Nitrogen and the completion of strategic review activities, as well as related non-recurring items. Corporate costs at Corporate Entities were USD 18.5 million in Q1 2026.

• The Group’s net cash position stood at USD 695 million as of 31 March 2026 (excluding net proceeds from Methanex shares sold after that date), compared to a net debt position of USD 54 million as of 31 December 2025. The movement reflects net proceeds from the handover of Beaumont New Ammonia (“BNA”), the closing of the OCI Ammonia Holding sale, and the partial monetization of OCI’s Methanex equity consideration, offset by ongoing HoldCo costs, including one-offs and operational cash flows, as well as the elimination of OCI AH net cash post-divestment. As of the 29 May 2026, the Group had a net cash position of approximately USD 1.08 billion.

Key Strategic and Business Highlights

• Following the Beaumont New Ammonia divestment and handover to Woodside on 25 March 2026, as part of the divestment, OCI has received the USD 470 million deferred consideration, representing 20% of total proceeds, subject to outstanding construction obligations, certain closing related adjustments, and remaining estimated close-out costs. Significant progress has been made in finalising these close-out costs, with the majority of subcontractor claims now settled, and the residual cost exposure having narrowed meaningfully. OCI continues to estimate a total cost to completion of approximately USD 1.8 billion, inclusive of all close-out costs.

• On 31 March 2026, OCI announced the successful completion of the sale of 100% of its equity interests in OCI AH to AGROFERT, a.s. (“AGROFERT”), a significant European nitrogen products manufacturer. The transaction was valued at EUR 290 million. Net proceeds, including Q1 2026 cash flows, are expected to be approximately USD 319 million after contractually agreed closing adjustments.

• OCI has fully unwound its equity position in Methanex Corporation (9,944,308 shares, representing approximately 12.9% of the issued and outstanding share capital) through a series of block trades during the quarter and subsequently, achieving a net weighted average price of USD 54.56 per share, 21% above OCI’s entry price at the time of the OCI Methanol transaction signing in September 2024. Total net proceeds amounted to approximately USD 543 million, after customary fees and expenses.

• OCI continues to evaluate and pursue a strategic transaction for OCI Nitrogen consistent with the strategic review process and will update the market as appropriate.

• There have been no material developments in respect of the Fertiglobe contingent consideration. Accordingly, the provision remains consistent with the position previously reported in the audited 2025 annual accounts. The Board continues to consider the provision of USD 361.6 million to represent the best estimate of the present exposure.

Key Operational Highlights

Continuing Operations, as presented in this trading update, reflect the performance of the European Nitrogen segment and Corporate Entities.

European Nitrogen

• Performance benefited from a supportive pricing environment and to a modest extent some gas hedges, with nitrogen prices increasing during the period, although margins remained constrained by higher gas input costs. The period also reflected cost pressure and some demand softness across certain segments, driven by elevated nitrogen and energy prices.

• Additional working capital outflows were driven by pricing effects (natural gas and selling prices), resulting in higher receivables and inventory balances, which more than offset the EBITDA generated in the period. Near‑term cash flow performance is expected to be impacted by planned turnarounds and the normalization of working capital.

• The quarter was impacted by a temporary operational disruption affecting one ammonia line, resulting in ammonia imports to cover the shortfall. The affected line has since been restarted, and downstream operations remained consistent throughout.

• Looking ahead, performance remains subject to external factors, including geopolitical developments and energy market conditions, with pricing continuing to reflect disruption in global trade flows; against this backdrop, fertilizer prices have softened from April peaks, reflecting geopolitical developments. In this context, OCI Nitrogen operates in a structurally volatile, high operating leverage environment, where relatively small changes in natural gas costs, commodity pricing, plant reliability and other macroeconomic factors can have a disproportionate impact on earnings and valuation. The Company continues to actively monitor and respond to these dynamics.

Corporate Entities

• The Company’s ability to achieve its previously guided HoldCo cost run-rate has been deferred, reflecting continued costs related to managing the close-out of the BNA project claims, the Enterprise Chamber proceedings, the potential transaction for OCI Nitrogen and the completion of ongoing strategic review activities, together with associated non-recurring items, including employee severance and contractual commitments, as well as transaction, banking, legal and advisory fees, and other related expenses. Based on the above and project related committed costs, corporate costs for 2026 are expected to exceed the annualized Q1 figure.

Notes

This report contains unaudited first quarter highlights of OCI Global (‘OCI,’ ‘the Group’ or ‘the Company’), a public limited liability company incorporated under Dutch law, with its head office located at Honthorststraat 19, 1071 DC Amsterdam, the Netherlands.

OCI Global is registered in the Dutch commercial register under No. 56821166 dated 2 January 2013. The Group is primarily involved in the production of nitrogen-based fertilizers and industrial chemicals.

Auditor

The reported data in this report have not been audited by an external auditor.

Market Abuse Regulation

This press release contains inside information as meant in clause 7(1) of the Market Abuse Regulation.

About OCI Global

Learn more about OCI at www.oci-global.com . You can also follow OCI on LinkedIn.

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AMSTERDAM, 21 April, 2026: OCI Global (Euronext: OCI), (“OCI”) announced today that its wholly owned subsidiary OCI Chemicals B.V. has sold its remaining 2,612,962 common shares (“Shares”) of Methanex Corporation (TSX: MX), (Nasdaq: MEOH) (“Methanex”), representing approximately 3.4% of the issued and outstanding Shares (the “Disposition”). The sale price was US$52.85 per Share, resulting in net proceeds of approximately US$138.1 million, after customary fees and expenses. The Disposition was made on 20 April as a block trade.

As a result of the Disposition, OCI no longer owns or exercises control or direction over any Methanex Shares.

-Ends-

About OCI Global

Learn more about OCI at www.oci-global.com. You can also follow OCI on LinkedIn.

Additional Information

OCI effected the Disposition for investment purposes. Depending on market conditions and other factors, including Methanex’s business and financial condition, OCI may in future acquire securities of Methanex or sell some or all of the securities of Methanex that it may own at any such time.

Cautionary Statement on Forward-Looking Information

Certain information contained in this press release, including any information relating to OCI’s investment in Methanex, constitutes “forward-looking statements”. All statements, other than statements of historical fact, are forward-looking statements. The words “may” and “will” and similar expressions identify forward-looking statements. In particular, this press release contains forward-looking statements including, without limitation, with respect to the potential for OCI to acquire securities of Methanex in future or to dispose of some or all of such securities that OCI owns at any time. Forward-looking statements are necessarily based upon a number of assumptions, including material assumptions considered reasonable by OCI as at the date of this press release in light of management’s experience and perception of current conditions and expected developments, and are inherently subject to significant business, economic, and competitive uncertainties and contingencies.

Many of these uncertainties and contingencies can affect our actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, us. Readers are cautioned not to put undue reliance on forward-looking statements which are not guarantees of future events, and speak only as of the date made. All of the forward-looking statements made in this press release are qualified by these cautionary statements. OCI disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law.

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AMSTERDAM, 17 April 2026 – OCI Global N.V. (“OCI” or the “Company”) (Euronext: OCI) today released the following statement alongside the convocation notice for its 2026 Annual General Meeting, to be held on 2 June 2026.

Since the appointment of the Enterprise Chamber‑appointed directors in January 2026 (the “EC Directors”), the Company has continued to support their work as non-executive members of OCI’s Board. This has included their familiarisation with the Company, its governance framework, and matters relevant to the proposed transaction with Orascom Construction (“OC”).

The EC Directors are participating fully in the work of the Board alongside the other Board members. Their role, as set out by the Enterprise Chamber, is to see to it that the Board fulfils its obligations towards OCI and OCI’s stakeholders, including its minority shareholders, with the preparation of the proposed transaction with Orascom Construction or any other transaction with Orascom Construction. In this context, the EC Directors have access to management, all relevant information, and external advisers, and have appointed their own external legal and financial advisers to support their work. No outcome has been pre-judged, and the EC Directors’ review and deliberations are ongoing.

Consistent with their mandate and the ongoing Enterprise Chamber proceedings, the EC Directors are maintaining a neutral and independent position in relation to all matters falling outside the scope of their special mandate, while participating in the Board’s meetings in accordance with their role as non-executive directors.

The Company expects to provide a further update on process once the current phase of review has been completed and when it is appropriate to do so, taking into account the input of the EC Directors, the Board’s decision‑making and the ongoing Enterprise Chamber proceedings. In this regard, it is noted that the long stop date for the proposed transaction with OC is 30 June 2026, with either party having the option to extend such date to year-end. Any material developments will be communicated through appropriate public disclosures, in line with applicable disclosure obligations and the principle of equal treatment of shareholders.

If the proposed transaction does not proceed, it would be for the Board to determine the other strategic options available to the Company and to evaluate what would be in the best interests of the Company and all its shareholders. Such options could include a multi‑year wind‑down of the remaining business or the evaluation of alternative strategic avenues, together with associated capital allocation decisions. At this stage, it would be premature to comment on any outcomes, conclusions, or other substantive matters beyond what has already been disclosed.

In parallel, the Company has continued to execute announced divestments and to manage its remaining assets, liabilities, and liquidity in the ordinary course of business. Throughout the strategic review, the Board has a fiduciary duty to consider any credible approach relating to OCI and to evaluate such approaches in accordance with its duties to the Company and all shareholders.

-Ends-

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AMSTERDAM, 17 April 2026 – OCI Global (Euronext: OCI)(“OCI” or the “Company”) today announces that it has published the notice and agenda for its Annual General Meeting (“AGM”), to be held on 2 June 2026.

Among other items, shareholders will be asked to vote on the proposed appointment of Mr Robert Jan van de Kraats as Executive Director of OCI N.V. for a term of one year. The proposal follows the previously announced planned transition of Mr Nassef Sawiris from his role as Executive Chair of OCI N.V. to a non-executive director position at the conclusion of the AGM.

Further information on the proposed appointment, including remuneration arrangements, is set out in the AGM explanatory notes, which are available together with the AGM agenda and related materials at www.oci-global.com .

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

– Ends –

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