Grupa Azoty: Orlen Submits Takeover Offer for Shares in GA Polyolefins

On October 15, 2025, Grupa Azoty received a non-binding offer from Orlen for the acquisition of all shares in Grupa Azoty Polyolefins S.A. The offer provides for the purchase of all shares, including the company's assets, on a "cash-free, debt-free" basis, meaning without cash and free of liabilities.

The total value of the offer amounts to PLN 1.022 billion (approximately EUR 241 million). This includes the provision of financing by Orlen to restructure all existing obligations and claims, as well as the acquisition of the shares held by the remaining shareholders.

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According to the company, Grupa Azoty will comprehensively examine the terms of the offer. After completing the necessary analyses and consultations, a decision on further action is to be made, and the capital market will be informed.

The offer is subject to several conditions precedent. These include the completion of a restructuring process at GA Polyolefins for the settlement of all liabilities and claims according to the reductions provided for in the procedure, and the final settlement of the EPC contract for the Polimery Police project. Further prerequisites are an agreement on the terms of the share purchase agreement between Orlen and all shareholders of GA Polyolefins, a satisfactory outcome of the due diligence process, and the obtaining of all necessary corporate and regulatory approvals.

Already on September 24, 2025, Grupa Azoty announced the signing of an addendum to the Memorandum of Understanding (see plasticker news of 16.10.2025) between Grupa Azoty, Grupa Azoty Police, Grupa Azoty Polyolefins, and Orlen. This addendum expanded the parties' cooperation to include the analysis of a potential sale of all or part of the shares in GA Polyolefins held by Grupa Azoty and Grupa Azoty Police.

The current shareholder structure of Grupa Azoty Polyolefins S.A. is as follows:
- Grupa Azoty Police – 34.4 %
- Grupa Azoty – 30.5 %
- Orlen – 17.3 %
- Hyundai Engineering Co. – 16.6 %
- Korea Overseas Infrastructure and Urban Development Support Corporation – 1.1 %

More information: polyolefins.grupaazoty.com, grupaazoty.com, www.orlen.pl

Grupa Azoty Polyolefins (Polimery Police), Police bei Szczecin, Polen

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