OCI N.V. (\u2018OCI\u2019 or \u2018Company\u2019) was established on 2 January 2013 as a public limited liability company incorporated under Dutch law, with its head office located at Honthorststraat 19, Amsterdam, the Netherlands. OCI is registered in the Dutch commercial register under no. 56821166 dated 2 January 2013. The consolidated financial statements comprise of the financial statements of the Company, its subsidiaries (together referred to as the \u2018Group\u2019) and the Group\u2019s interests in associates.
The Group is primarily involved in the production and distribution of hydrogen-based and natural gas-based products.In addition, as a result of the Methanol business (MetCo) transaction, the Group also holds an investment in Methanex Corp shares.
The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS-EU). The consolidated financial statements have been prepared on the historical cost convention, except when otherwise indicated.
The financial year of the Group commences on 1 January and ends on 31 December. The Company's functional currency is the Euro (\u2018EUR\u2019). The Group\u2019s presentation currency is the US dollar, as the Group\u2019s major contractual benefits and obligations are denominated in US dollar. All values are rounded to the nearest tenth of a million (in millions of USD), except when stated otherwise.
On 27 June 2025, OCI closed the sale of the Methanol division and during 2025 it returned capital to shareholders in the amount of USD 1.7 billion, thereby significantly reducing the size of OCI\u2019s operations and values reported as continuing operations. Accordingly, management reassessed the materiality thresholds applicable for determining the required disclosures in accordance with IAS 1 and other relevant standards.
On 23 November 2025, OCI entered into an agreement for the sale of 100% of its equity interests in the OCI Ammonia Holding B.V ('Ammonia distribution business') to AGROFERT, a.s. The entities in scope of this sale agreement are classified as held for sale but do not meet the criteria for discontinued operations per IFRS 5. The transaction closed on 31 March 2026. Please refer to note 33 Subsequent events for further details.
On 22 September 2025, OCI announced that it was pursuing a potential sale of its remaining business to Orascom Construction PLC. Subsequently, on 9 December 2025, OCI announced that it and Orascom Construction PLC had reached an agreement in respect of their envisaged sale, subject to shareholder approval. Based on management\u2019s assessment of the proposed transaction as at 31 December 2025, the Group concluded that the criteria for classification as held for sale and discontinued operations under IFRS 5 were not met. The Enterprise Chamber introduced certain provisional governance measures in January 2026, extending the timeline for the evaluation of this proposed or similar transactions with Orascom Construction PLC. In 2026, should there be material changes to the Company's business model or operations, management will reassess the impact on the estimates and disclosures in these financial statements and disclose any resulting changes in our future financial reporting.
The consolidated statement of financial position in 2025 and in 2024 separately disclose the assets and liabilities held for sale, adhering to the requirements of IFRS 5. Further information is included in note 22 Discontinued operations and assets & liabilities held for sale.
These financial statements have been authorized for issue by the Company's Board of Directors on 10 April 2026. These consolidated financial statements are subject to adoption by the Annual General Meeting of Shareholders.
", "dimensions": { "concept": "ifrs-full:DisclosureOfGeneralInformationAboutFinancialStatementsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "nameofreportingentityorothermeansofidentification-inlinetag-i2725": { "value": "OCI N.V.", "dimensions": { "concept": "ifrs-full:NameOfReportingEntityOrOtherMeansOfIdentification", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "legalformofentity-inlinetag-i2726": { "value": "public limited liability company", "dimensions": { "concept": "ifrs-full:LegalFormOfEntity", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "addressofregisteredofficeofentity-inlinetag-i2727": { "value": "Honthorststraat 19, Amsterdam", "dimensions": { "concept": "ifrs-full:AddressOfRegisteredOfficeOfEntity", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "domicileofentity-inlinetag-i2728": { "value": "the Netherlandsthe Netherlands", "dimensions": { "concept": "ifrs-full:DomicileOfEntity", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "descriptionofnatureofentitysoperationsandprincipalactivities-inlinetag-i2729": { "value": "The Group is primarily involved in the production and distribution of hydrogen-based and natural gas-based products.In addition, as a result of the Methanol business (MetCo) transaction, the Group also holds an investment in Methanex Corp shares.", "dimensions": { "concept": "ifrs-full:DescriptionOfNatureOfEntitysOperationsAndPrincipalActivities", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2732": { "value": "The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS-EU). The consolidated financial statements have been prepared on the historical cost convention, except when otherwise indicated.
The financial year of the Group commences on 1 January and ends on 31 December. The Company's functional currency is the Euro (\u2018EUR\u2019). The Group\u2019s presentation currency is the US dollar, as the Group\u2019s major contractual benefits and obligations are denominated in US dollar. All values are rounded to the nearest tenth of a million (in millions of USD), except when stated otherwise.
On 27 June 2025, OCI closed the sale of the Methanol division and during 2025 it returned capital to shareholders in the amount of USD 1.7 billion, thereby significantly reducing the size of OCI\u2019s operations and values reported as continuing operations. Accordingly, management reassessed the materiality thresholds applicable for determining the required disclosures in accordance with IAS 1 and other relevant standards.
On 23 November 2025, OCI entered into an agreement for the sale of 100% of its equity interests in the OCI Ammonia Holding B.V ('Ammonia distribution business') to AGROFERT, a.s. The entities in scope of this sale agreement are classified as held for sale but do not meet the criteria for discontinued operations per IFRS 5. The transaction closed on 31 March 2026. Please refer to note 33 Subsequent events for further details.
On 22 September 2025, OCI announced that it was pursuing a potential sale of its remaining business to Orascom Construction PLC. Subsequently, on 9 December 2025, OCI announced that it and Orascom Construction PLC had reached an agreement in respect of their envisaged sale, subject to shareholder approval. Based on management\u2019s assessment of the proposed transaction as at 31 December 2025, the Group concluded that the criteria for classification as held for sale and discontinued operations under IFRS 5 were not met. The Enterprise Chamber introduced certain provisional governance measures in January 2026, extending the timeline for the evaluation of this proposed or similar transactions with Orascom Construction PLC. In 2026, should there be material changes to the Company's business model or operations, management will reassess the impact on the estimates and disclosures in these financial statements and disclose any resulting changes in our future financial reporting.
The consolidated statement of financial position in 2025 and in 2024 separately disclose the assets and liabilities held for sale, adhering to the requirements of IFRS 5. Further information is included in note 22 Discontinued operations and assets & liabilities held for sale.
These financial statements have been authorized for issue by the Company's Board of Directors on 10 April 2026. These consolidated financial statements are subject to adoption by the Annual General Meeting of Shareholders.
We have performed an assessment of the entity's ability to continue as a going concern for at least 12 months from the date of preparation of the consolidated financial statements and have not identified any events or conditions that may cast significant doubt on the entity's ability to continue as a going concern.
The going concern assessment included, amongst others, the impact of the completion of the sale of the Ammonia distribution business on 31 March 2026, (potential) settlement of indemnification liabilities and provisions, the funding of the remaining construction costs required to complete Woodside's Beaumont New Ammonia (\"BNA\") project including claims, the subsequent collection of the deferred consideration after completion of Woodside's Beaumont New Ammonia (\"BNA\") project on 25 March 2026, the sale of the Methanex shares subsequent to year-end for proceeds of USD 287.9 million, and the performance of the continuing business, including the operations of OCI Nitrogen B.V., ongoing corporate and transaction costs, as well as available credit facilities.
We have also prepared a forecast for the continuing operations, including cash flows for at least 12 months from the date of preparation of the financial statements and taking into account the developments in the industry and market price developments in gas, ammonia and fertilizer. Please refer to note 6.4 Capital management for further details. We further note that, as at the date of the financial statements and in preparing the going concern assessment, material aspects of the ongoing strategic review have been considered insofar as strategic developments are approved by the board and their realization is considered probable. We will continue to update this assessment in line with the Company's strategic developments.
OCI is committed to environmental principles integrated into our strategic objectives. Following our strategic review and divestment of several facilities, OCI\u2019s previous climate mitigation targets are under review as the material structure of our business has changed.
For OCI\u2019s decarbonization roadmap, refer to the section Decarbonization roadmap and for the latest environmental performance, refer to the section Environmental performance of the Annual Report.
The impact of this climate roadmap has been considered when preparing these consolidated financial statements. For more information, refer to note 5 Critical accounting judgment, estimates and assumptions.
", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfPreparationOfFinancialStatementsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "p-blocktag-i2733": { "value": "The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS-EU). The consolidated financial statements have been prepared on the historical cost convention, except when otherwise indicated.
", "dimensions": { "concept": "ifrs-full:StatementOfIFRSCompliance", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "p-blocktag-i2734": { "value": "These financial statements have been authorized for issue by the Company's Board of Directors on 10 April 2026. These consolidated financial statements are subject to adoption by the Annual General Meeting of Shareholders.
", "dimensions": { "concept": "ifrs-full:DisclosureOfAuthorisationOfFinancialStatementsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2736": { "value": "We have performed an assessment of the entity's ability to continue as a going concern for at least 12 months from the date of preparation of the consolidated financial statements and have not identified any events or conditions that may cast significant doubt on the entity's ability to continue as a going concern.
The going concern assessment included, amongst others, the impact of the completion of the sale of the Ammonia distribution business on 31 March 2026, (potential) settlement of indemnification liabilities and provisions, the funding of the remaining construction costs required to complete Woodside's Beaumont New Ammonia (\"BNA\") project including claims, the subsequent collection of the deferred consideration after completion of Woodside's Beaumont New Ammonia (\"BNA\") project on 25 March 2026, the sale of the Methanex shares subsequent to year-end for proceeds of USD 287.9 million, and the performance of the continuing business, including the operations of OCI Nitrogen B.V., ongoing corporate and transaction costs, as well as available credit facilities.
We have also prepared a forecast for the continuing operations, including cash flows for at least 12 months from the date of preparation of the financial statements and taking into account the developments in the industry and market price developments in gas, ammonia and fertilizer. Please refer to note 6.4 Capital management for further details. We further note that, as at the date of the financial statements and in preparing the going concern assessment, material aspects of the ongoing strategic review have been considered insofar as strategic developments are approved by the board and their realization is considered probable. We will continue to update this assessment in line with the Company's strategic developments.
", "dimensions": { "concept": "ifrs-full:DisclosureOfGoingConcernExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2737": { "value": "The Group has applied the accounting policies set out in note 3 consistently over both periods presented in these consolidated financial statements.
The consolidated financial statements include the financial statements of OCI, its subsidiaries and the Group\u2019s interests in associates.
Subsidiaries are all companies to which OCI has power over the relevant activities of the investee, is exposed or has rights to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Generally, control accompanies a shareholding of more than half of the shares issued and related voting power. Subsidiaries are fully consolidated from the date that control commences until the date that control ceases.
When the Group loses control over a subsidiary, it derecognizes the assets and liabilities of the subsidiary, and any related non-controlling interests and other components of equity. Any investment retained in the former subsidiary is recognized at fair value. The fair value shall be regarded as the fair value on initial recognition of a financial asset or, when appropriate, the cost on initial recognition of an investment in an associate. Any resulting gain or loss is recognized in profit or loss including related cumulative translation adjustments accumulated in other comprehensive income. If a subsidiary becomes an associate, the interest retained is subsequently measured in accordance with the equity method. The principal subsidiaries are listed in note 35.
Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealized gains arising from transactions with equity-accounted investees are eliminated against the investment to the extent of the Group\u2019s interest in the investees. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment.
Non-controlling interests are presented as a separate component in equity. \u2018Profit or loss\u2019 and \u2018Total comprehensive income\u2019 attributable to the non-controlling interests are presented as a separate line item in the consolidated statement of profit or loss and other comprehensive income.
Non-controlling interests are measured at their proportionate share of the acquiree\u2019s identifiable net assets at the balance sheet date. Changes in the Group\u2019s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Non-controlling interests are derecognized when the underlying subsidiary is divested.
Associates are companies in which the Group exercises significant influence over the financial and operating policies, but does not have control. Significant influence is presumed to exist when the Group holds 20% to 50% of the outstanding shares and related voting rights of the investee. Associates are accounted for under the equity method. The Group\u2019s share of the profit or loss of an associate is recognized in the Group's profit or loss from the date when significant influence begins up to the date when that significant influence ceases.
The Group's share of the other comprehensive income of an investee is recognized in consolidated other comprehensive income. Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group\u2019s interest in associates. Unrealized losses are eliminated unless the transaction provides evidence of an impairment of the asset transferred. Unrealized gains on transactions between two associates are not eliminated. Investments in associates with negative shareholder\u2019s equity are impaired. The Group\u2019s share of losses in an associate may equal or exceed its interest in the associate (which includes any long-term interest that, in substance, forms part of the Group\u2019s net investment in an associate). In these cases, the Group recognizes a provision for further losses only to the extent that the Group has incurred a legal or constructive obligation or made payments on behalf of the associate.
The financial statements of foreign operations, including subsidiaries, and associates, are prepared in the currencies which are determined based on the primary economic environment in which they operate (\u2018the functional currency\u2019).
Transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing on the transaction dates. At each balance sheet date, monetary items denominated in foreign currencies are revalued into the entity's functional currency at the then prevailing closing-rates.
Exchange differences arising on the settlement and translation of monetary items are included in profit or loss for the period, except when deferred to other comprehensive income for financial assets at fair value through other comprehensive income and the effective part of qualifying cash flow hedges.
Upon consolidation, the assets and liabilities of subsidiaries with a functional currency other than the US dollars are translated into US dollars using the exchange rates prevailing at the balance sheet date. Income and expense items are translated using exchange rates prevailing at the date of the transactions. Investments in associates with a functional currency other than the US dollars are translated into US dollars using exchange rates prevailing on the balance sheet date. Exchange rate differences arising during consolidation and on the translation of investments in subsidiaries, associates and monetary items that form part of net investments in foreign operations are included in other comprehensive income, as \u2018Currency translation differences\u2019.
When a foreign operation is (partly) disposed of or sold, (the proportionate share of) the related currency translation differences that were recorded in other comprehensive income are recycled to profit or loss as part of the gain or loss on disposal or sale. Goodwill and fair value adjustments arising on the acquisition of a foreign subsidiary are considered as assets and liabilities denominated in the functional currency of the foreign subsidiary.
Cash and cash equivalents comprise cash balances and call deposits with original maturities of three months or less from the acquisition date (original maturity) that are subject to an insignificant risk of changes in their fair value and are used by the Group in the management of its short-term commitments. Restricted cash comprises cash balances where specific restrictions exist on the Group's ability to use this cash.
Ordinary shares are classified as equity. Share premium is the excess amount received over the par value of the shares. Incremental costs directly attributable to the issue of new shares are recognized in equity as a deduction, net of tax, from the proceeds. When ordinary shares are repurchased, the amount of the consideration paid, which includes directly attributable costs, net of tax effects, is recognized as a deduction from \u2018Reserves\u2019. Repurchased shares are classified as treasury shares and are presented in \u2018Reserves\u2019. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in \u2018Reserves\u2019, and the resulting surplus or deficit on the transaction is presented in share premium.
Items of property, plant and equipment are measured at cost less accumulated depreciation and any impairment. Cost includes any expenditure that is directly attributable to the acquisition of the asset. The cost of self-constructed assets includes cost of material, direct labor, other directly attributable cost incurred to bring the asset ready to its intended use, including the cost of asset retirement obligations and any capitalized borrowing cost.
Purchased software that is integral to the functionality of the related equipment is capitalized as part of that equipment. When different parts of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.
Any gain or loss on disposal of an item of property, plant and equipment (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognized in profit or loss. Subsequent expenditures are capitalized only when it is probable that the future economic benefits associated with the expenditure will flow to the Group. Ongoing repairs and maintenance costs are expensed as incurred. Spare parts of property, plant and equipment are recognized under property, plant and equipment if the average turnover exceeds 12 months or more, the cost exceeds USD 10,000 and the part is key for the functioning of the plant. Other spare parts are recognized within inventories.
Expenditures incurred for purchasing and constructing property, plant and equipment are initially recorded as \u2018under construction\u2019 until the asset is completed and ready for use. Upon the completion of the assets, the recognized costs are reclassified from \u2018under construction\u2019 to its final category of property, plant and equipment. Assets under construction are not depreciated and are measured at cost less any impairment losses.
Items of property, plant and equipment are depreciated on a straight-line basis through profit or loss over the estimated useful lives of each component, taking into account any residual values. Land is not depreciated. Items of property, plant and equipment are depreciated from the date that they are installed and are ready for use, or in respect of internally constructed assets, from the date that the asset is completed and ready for use.
Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if necessary by the Group.
The estimated useful lives for items of property, plant and equipment are as follows: | Years |
|---|---|
Buildings | 10 - 50 |
Plant and equipment | 4 - 25 |
Fixtures and fittings | 3 - 10 |
Borrowing costs attributable to the acquisition, construction or production of assets that necessarily take a substantial period of time to get ready for their intended use or sale, are recognized as part of the cost of those assets. All other borrowing costs are recognized as \u2018Finance cost\u2019 in the period in which they are incurred.
Goodwill represents the excess of total consideration transferred over the sum of the net amount of identifiable assets acquired and liabilities assumed and the non-controlling interest of the acquiree. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the gain is recognized in profit or loss.
Goodwill on acquisition of entities that qualify as subsidiaries is presented under \u2018Goodwill and intangible assets\u2019. Goodwill on acquisitions of entities that qualify as associates is included in \u2018Equity-accounted investees\u2019. Goodwill on acquisition of subsidiaries is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or group of units that are expected to benefit from the business combination through which the goodwill arose, based on past experience.
Goodwill is initially measured at cost. After initial recognition, goodwill is measured at cost less any impairment losses. Goodwill is tested annually for impairment; an impairment loss is recognized for the amount by which the cash-generating unit\u2019s carrying amount exceeds its recoverable amount. The recoverable amount of the cash-generating unit is determined by the higher of its fair value less cost to sell and its value in use. Impairment losses on goodwill are not reversed. Gains or losses on the disposal of an entity include the carrying amount of goodwill related to the entity sold. All other expenditures on internally-generated goodwill and other intangible assets are recognized in profit or loss as incurred.
Inventories are measured at the lower of cost and net realizable value. The cost of inventories of raw materials, spare parts and supplies are based on the weighted average principle or the first-in-first-out method, and includes expenditures incurred in acquiring the inventories and bringing them to their existing location and condition. In case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
Non-financial assets that have an indefinite useful life, for example goodwill, are not subject to amortization but are tested annually for impairment or more frequently when indicators of impairment arise. Assets with a finite useful life are subject to depreciation or amortization and are reviewed at each reporting date to determine whether there is an indication of impairment. If any such indication exists, then the assets\u2019 recoverable amount is estimated.
For the purpose of assessing impairment, assets are grouped based on the lowest level for which there are separately identifiable cash flows (cash-generating units). An impairment loss is recognized for the amount by which the assets\u2019 carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset\u2019s fair value less costs of disposal and its value in use. The value in use is the present value of the future cash flows expected to be derived from an asset or cash-generating unit by continued use. Impairment losses are recognized in profit or loss.
Non-financial assets, which are impaired, are tested periodically to determine whether the recoverable amount has increased and the impairment be (partially) reversed. Impairment losses on goodwill are not reversed.
For other assets, an impairment loss is reversed only to the extent that the asset\u2019s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized. Reversal of impairments is only permitted if, in a subsequent period after an impairment loss has been recognized, the amount of the impairment loss decreases and the decrease can be related objectively to an event after the impairment loss was recognized.
IFRS 9 contains three principal classification and measurement categories for financial assets: amortized cost, fair value through profit or loss (\u2018FVTPL\u2019) and fair value through other comprehensive income (\u2018FVOCI\u2019). The classification of financial assets under IFRS 9 is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. Under IFRS 9, derivatives embedded in contracts where the host is a financial asset in the scope of the standard are never separated. Instead, the hybrid financial instrument as a whole is assessed for classification.
Trade and other receivables are held to collect contractual cash flows and are expected to give rise to cash flows representing solely payments of principal and interest. The Group analyzed the contractual cash flow characteristics of those instruments and concluded that they meet the \u2018hold-to-collect\u2019 business model criteria for amortized cost measurement. Interest income from these assets is included in finance income using the effective interest rate method. Any gain or loss on derecognition is recognized directly in profit or loss. The Group sells certain trade receivables under a securitization agreement to a third party. For these selected debtors the Group will use the \u2018hold-to-collect-and-sell business model\u2019 as defined under IFRS 9 and will measure these receivables going forward at FVOCI.
Derivative financial instruments held by the Group are classified in the category FVTPL, unless the instrument is designated in a hedge relationship and the hedge meets the requirements for hedge accounting.
Equity investments, previously recognized as available-for-sale assets, are measured at FVOCI, based on the irrevocable election made by the Group. The Group elected this approach as these investments are not held for trading. Movements in the carrying amount are recognized in other comprehensive income, except for the recognition of impairment gains and losses, and interest income which are recognized in the profit or loss.
On derecognition the cumulative gain or loss recognized in other comprehensive income is not recycled from equity to profit or loss, and this cumulative change is reclassified within equity from accumulated other comprehensive income to retained earnings. Dividend income is recognized in profit or loss when the Group\u2019s right to receive payment is established.
The Group has physical purchase contracts in place to procure natural gas for its production activities. These contracts are not accounted for as financial instruments if they meet the criteria for the own use exemption. The own use exemption applies to contracts that are entered into and continue to be held for the receipt of a non-financial item in accordance with the Group\u2019s expected purchase, sale or usage requirements and where the Group does not have a past practice of settling these contracts for a net amount of cash.
When a derivative instrument or a non-derivative financial liability is designated as the hedging instrument in a hedge of a net investment in a foreign operation, the effective portion of changes in the fair value of a derivative or foreign exchange gains and losses for a non-derivative is recognized in other comprehensive income and presented in the translation reserve within equity. Any ineffective portion of the changes in the fair value of the derivative or foreign exchange gains and losses on the non-derivative is recognized immediately in profit or loss. The amount recognized in other comprehensive income is fully or partially reclassified to profit or loss as a reclassification adjustment on disposal or partial disposal of the foreign operation that results in a loss of control, respectively.
The Group enters into securitization arrangements under which certain trade receivables are transferred to an external financial institution on a non-recourse basis. As substantially all risks and rewards of ownership are transferred, the receivables are derecognised upon transfer in accordance with IFRS 9. Where customer payments are subsequently received by the Group in respect of derecognised receivables, a corresponding payable to the financial institution is recognized until settled.
When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income and accumulated in the hedging reserve. The effective portion of changes in the fair value of the derivative that is recognized in other comprehensive income is limited to the cumulative change in fair value of the hedged item, determined on a present value basis, from inception of the hedge. Any ineffective portion of changes in the fair value of the derivative is recognized immediately in profit or loss. Net investment hedge accounting is discontinued when the hedging relationship ceases to meet the qualifying criteria as per IFRS 9, which includes when the hedging instrument expires or is terminated.
Financial liabilities, like loans and borrowings and trade and other payables, are measured at amortized cost, unless the financial liability:
Is a derivative at FVTPL;
Arose from the transfer of a financial assets that does not qualify for derecognition or if the continuing involvement approach applies;
Is a financial guarantee contract;
Is a commitment to provide a loan at a below-market interest rate; or
Is a contingent consideration resulting from a business combination to which IFRS 3 applies, measured at FVTPL.
The impairment model requires the recognition of impairment provisions based on expected credit losses (ECL) rather than only incurred credit losses. The Group allocates each exposure to a credit risk grade based on data that is determined to be predictive of the risk of loss (including but not limited to external ratings, audited financial statements, management accounts, cash flow projections and available press information about customers) and applies experienced credit judgment. Credit risk grades are defined using qualitative and quantitative factors that are indicative of the risk of default and are aligned to external credit definitions from agencies (Standard & Poor\u2019s). Exposure within each credit risk grade are segmented by geographic region classification and an ECL rate is calculated for each segment based on delinquency status and actual credit loss experience over the past seven years (if possible). These rates are multiplied by scalar factors to reflect differences between economic conditions during the period over which historical data has been collected, current conditions and the Group's view of economic conditions over the expected lives of the financial instruments.
For the assessment of loss allowance for expected credit losses, a simplified model for trade receivables is applied. The loss allowance is measured at initial recognition and throughout the life of the receivable at an amount equal to lifetime ECL. They are estimated based on the present value of all cash shortfalls over the remaining expected life of the financial asset, i.e., the difference between:
The contractual cash flows that are due to an entity under the contract, and;
The cash flows that the holder expects to receive.
In order to assess the lifetime ECLs for trade receivables, both historic credit losses experience and forward-looking information is assessed. Expected losses on trade receivables are recognized on a separate line item in the statement of profit and loss, if any.
For other receivables (and other financial assets) the Group measures the loss allowance at an amount equal to the lifetime ECLs if the credit risk on that financial instrument has increased significantly since initial recognition. If at the reporting date, the credit risk of other receivables has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.
Derivative financial assets and derivative financial liabilities are measured at fair value. The Group investigates whether the counterparty\u2019s creditworthiness gives rise to a change in fair value. When determining the fair value, credit value and debit value adjustments are taken into account.
As agreed between ADNOC and OCI as part of the sale of OCI's equity interests in Fertiglobe on 15 October 2024, a portion of the consideration was placed in an escrow arrangement. The receipt of any portion of this amount is contingent upon the expiration or settlement of a defined subset of indemnifications agreed within the transaction, which are based on the occurrence or non-occurrence of future events outside of the control of OCI. Under the mechanism, OCI could also be liable for a payment to the buyer in the case that the indemnities exceed the amount held in escrow. In any case, contractually the settlement of the release of consideration held in escrow and the indemnity liabilities is to be executed on a net basis. Consistent with both the substance of the transaction and its legal form, the amount held in escrow and the indemnification liability are presented on a net basis. Refer to note 22.4 Estimate of Fertiglobe Indemnifications and Earn-Out Mechanism. Changes in the measurement of the net asset or net liability are reflected as part of gain from the sale, presented as discontinued operations.
Provisions are recognized when a present legal or constructive obligation based on past events exists, and it is probable that an outflow of economic benefits is required to settle the obligation. If the outflow is probable, but cannot be determined reliably, the obligation is disclosed. The non-current part of provisions is determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.
The Group recognizes a provision if the Group has an obligation to restore a leased asset in its original condition at the end of its lease term or there are legal requirements with respect to cleanup of contamination of land, and a reliable estimate can be made. Based on the land lease of their production facilities, some entities have the obligation to restore their site upon decommissioning.
The Group has not recorded a liability for asset retirement obligations, as it does not believe there is currently a reasonable basis for estimating a date or range of dates of cessation of the operations, which is necessary to estimate the present value of this liability.
The Group is exposed to contingencies resulting from historical actions and transactions, including the recent sales of IFCo, Clean Ammonia, Fertiglobe, and the Methanol business, as well as other historical transactions such as the 2019 Fertiglobe subscription agreement and the 2021 Fertiglobe IPO. These contingencies include, among others, contractual indemnifications.
For the accounting policies surrounding the Escrow arrangement related to the sale of Fertiglobe, see note 3.11 Fertiglobe Escrow Indemnifications.
In addition, the Group is subject to legal and regulatory proceedings in various jurisdictions. Such proceedings may result in criminal or civil sanctions, penalties, or disgorgement against the Group.
A provision is recognized when it is probable that an obligation exists, the outflow of resources embodying economic benefits is probable, and the amount of the obligation can be reliably estimated. If it is probable that an obligation to the Group exists, which will result in an outflow of resources and the amount of the outflow can be reliably estimated, a provision is recognized.
Onerous contracts are contracts for which the unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it. A provision for onerous contracts is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. The net costs of continuing with the contract is determined based on both the incremental costs necessary to fulfill the obligation under the contract and an allocation of other costs that relate directly to fulfilling that contract. Before a provision is established, the Group recognizes any impairment loss on the assets associated with that contract.
Government grants that compensate the Group for expenses incurred are recognized in profit or loss as \u2018Other income\u2019 on a systematic basis in the periods in which the expenses are recognized. When the grant relates to an asset, it is recognized at the nominal amount of the grant and subsequently recognized as income in equal amounts over the expected useful life of the related asset, if applicable.
Other government grants are recognized initially as deferred income at fair value when there is reasonable assurance that they will be received and the Group will comply with the conditions associated with the grant. Subsequently, these are recognized in profit or loss as \u2018Other income\u2019 on a systematic basis over the useful life of the asset.
The Group receives European Emission Allowances (\u201cEUAs\u201d) as a result of its industrial activities in the Netherlands. The EUAs are granted annually in advance by the Dutch Emission Authority. The amount of EUAs granted is based on an estimate of CO2 emissions in the Netherlands and the effective European emission legislation. In arrears, the Group must refund allowances to the Dutch Emission Authority based on actual CO2 emissions during the year. In December 2022, the European Parliament (\u201cEP\u201d) and the Council reached a provisional agreement on the reform of the EU Emissions Trading System (\u201cETS\u201d) as a result of which the free allocation of allowances within the EU ETS will be phased out gradually.
The grant of these allowances is within the scope of IAS 20 Government Grants. The Group applies a specific accounting policy for the receipt of EUAs, different than the generic accounting for government grants. Upon initial recognition, the EUA\u2019s are recognized as inventory at the nominal amount of the grant (Nil). Concurrently, a liability is recognized for the obligation to refund the allowances for CO2 emissions during the compliance period. When no excess or deficit is identified, no liability is recognized as the Group has sufficient EUAs to settle the liability.
The excess or deficit is calculated and recorded separately for each production facility. If a deficit in EUAs is identified, the Group has to purchase additional EUAs on the commodity markets to settle its liability to the Dutch Emission Authority. Purchased EUAs are recognized at cost and classified as inventory. The cost of the purchased EUAs to settle the liability for emission allowances during any given compliance period are recognized in cost of sales.
EUAs in excess of the liability to the Dutch Emission Authority that are controlled by the Group can be sold for the benefit of the Group. Sales of EUAs in excess of the liability for emission allowances during any given compliance period are recognized in cost of sales.
Whether an arrangement is, or contains, a lease is assessed at the commencement date of the lease. In general, an arrangement is considered to be or to contain a lease when all of the following apply:
There is an identified asset;
The Group obtains substantially all economic benefits from the use of the asset; and
The Group can direct the use of the identified asset.
The Group utilizes the short-term and low-value lease exemptions of IFRS 16 and does not record lease liabilities nor right-of-use assets for leases meeting the criteria for one of these exemptions. Lease obligations are recognized based on the present value of the future minimum lease payments. Right-of-use assets are initially valued at an amount equal to the lease liabilities. As leases do not easily provide for an implicit rate, the Group uses the incremental borrowing rate. The measurement at initial recognition may include options to extend or terminate the lease when it is reasonably certain that the Group will exercise that option. For leases, each lease payment is allocated between the liability and finance cost. The finance cost is charged to the consolidated statement of profit or loss over the term of the lease so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the asset\u2019s useful life and the lease term on a straight-line basis.
The Group has lease agreements with lease and non-lease components, which are generally accounted for as a single lease component. For leases of offices and buildings, we account for the lease and non-lease components separately. For these types of leases, the allocation of the consideration between lease and non-lease components is based on the relative stand-alone prices of lease components included in the lease arrangements. Leases are presented as \u2018Right-of-use assets\u2019 and \u2018Lease obligations\u2019. Short term leases (less than 12 months) or low value leases (less than USD 5,000) are expensed through the statement of profit or loss as incurred.
Revenues are recognized for the transfer of goods or services to customers in the ordinary course of the Group's activities, in the amounts that reflect the consideration to which the Group expects to be entitled in exchange for those goods or services. Revenue is recognized when the Group satisfies the performance obligations by transferring promised goods or services to customers.
The main performance obligation of the Group is the transfer of the Group's fertilizer and chemical products to customers. Revenue from the sale of fertilizer and chemical products are the two main revenue streams of the Group.
Goods are transferred when the customer obtains control of the asset. The timing of when control transfers depends on the sales and shipping terms agreed. Depending on its nature and the agreed sales terms, a performance obligation is either satisfied at certain point in time or over a certain period of time. Revenue is recognized net of expected discounts and rebates to customers. Accumulated experience and management judgment is used to estimate and provide for the discounts and rebates and revenue is only recognized to the extent that it is highly probable that a significant reversal will not occur.
The Group does not have any contracts where the period of time between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. Consequently, no adjustment is made to transaction prices for the time value of money.
Finance income comprises:
Interest income on funds invested (including on overnight and short term deposits, and financial assets at fair value through other comprehensive income);
Gains on the disposal of financial assets at fair value through other comprehensive income;
Fair value gains on financial assets at fair value through profit or loss; and
Gains on hedging instruments related to foreign currency and interest rate derivatives that are recognized in profit or loss including reclassifications of amounts previously recognized in other comprehensive income.
Interest income is recognized as it accrues in profit or loss, using the effective interest method.
Finance cost comprises:
Interest expense on borrowings;
Modification loss on tender of bonds;
Unwinding of the discount on provisions;
Interest expense related to lease obligations;
Losses on disposal of financial assets at fair value through other comprehensive income;
Fair value losses on financial assets at fair value through profit or loss;
Loss on hedging instruments related to foreign currency and interest rate derivatives that are recognized in profit or loss including reclassifications of amounts previously recognized in other comprehensive income; and
Impairment losses recognized on financial assets (other than trade receivables).
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognized in profit or loss and expensed as incurred. Foreign currency gains and losses are recognized on a net basis as either finance income or finance cost depending on whether foreign currency movements are in a net gain or net loss position.
Certain Group subsidiaries provide to their employees pension plans, end of service remuneration plans and long-term service benefits. These pension plans qualify as defined contribution plans. Obligations for contributions to defined contribution plans are expensed as the related service is provided. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in future payments is available.
Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if both the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. Deferred cash plans are accrued over time as the performance conditions are satisfied.
The Group long-term employee benefits are recognized if both the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably to determine its present value. The discount rate is the yield at the balance sheet date on triple-A (\u2018AAA\u2019) credit rated bonds that have maturity dates approximating the terms of the Group's obligations. Re-measurements are recognized in profit or loss in the period in which they arise.
Employee termination benefits are payable when employment is terminated before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group recognizes termination benefits when the Group is demonstrably committed to either terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal, or when the Group is providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after balance sheet date are discounted to their present value.
During prior years, certain employees (including senior executives) of the Group receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments. The grant date fair value of equity-settled share-based payment awards granted to employees is recognized as an employee expense, with a corresponding increase in equity, over the period (the vesting period) that the employees render service and become unconditionally entitled to the awards.
The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized as an expense is based on the number of awards that meet the related service and non-market performance conditions at the vesting date. At each reporting date, the progress of non-market conditions is measured and the expenses are trued-up accordingly.
The group discontinued all shared based payment arrangements in 2025.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable or receivable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. Current tax also includes any tax arising from fiscal unity restructuring and declaration of dividends. Current income tax receivable and payable are offset when there is a legally enforceable right to offset and when the current income tax relates to the same fiscal authority.
Deferred tax liabilities are recognized for all taxable temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements (\u2018balance sheet\u2019 method).
Deferred tax assets are recognized for all deductible temporary differences, unused carry-forward losses and unused carry forward tax credits, to the extent that it is probable that future taxable profit will be available against which the deferred income tax assets can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized; such reductions are reversed when the probability of future taxable profits improves.
Deferred income tax is not recognized if it arises from initial recognition of an asset or liability in a transaction that is not a business combination and at the time of the transaction it affects neither accounting nor taxable profit or loss. No deferred income tax is recognized from the initial recognition of goodwill. Also, no deferred tax is recognized from investments in subsidiaries and associates to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future.
Deferred income tax is measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date. Deferred income tax reflects uncertainty related to income taxes, if any.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax relates to the same fiscal authority.
In cases where it is concluded it is not probable that the tax authorities will accept a tax treatment, the effect of the uncertainty is reflected in the recognition and measurement of tax assets and liabilities or, alternatively, a provision is made for the amount that is expected to be settled, where this can be reasonably estimated. This assessment relies on estimates and assumptions and may involve a series of judgments about future events. New information may become available that causes the company to change its judgment regarding the adequacy of existing tax assets and liabilities. Such changes to tax assets and liabilities will impact the income tax expense in the period during which such a determination is made.
OCI has determined that the global minimum top-up tax, which is required to be paid under Pillar Two legislation, is an income tax in the scope of IAS 12. OCI has applied a temporary mandatory relief from deferred tax accounting for the impact of the top-up tax and accounts for Pillar Two taxes as a current tax when it is incurred.
An operating segment is a component of an entity that engages in business activities for which it may earn revenues and incur expenses (including from transactions with other components of the same entity), whose operating results are regularly reviewed by the entity's Chief Operating Decision Maker (\u2018CODM\u2019) to make decisions about resource allocation and to assess its performance, and for which discrete financial information is available.
The Group determines and presents operating segments on the basis of information that internally is provided to the CODM during the period. Operating segments are aggregated based on similar economic environments and similar products.
An operating segment is disclosed as reportable segment if its financial metrics exceed the quantitative thresholds of IFRS 8 or otherwise if management elects to present an operating segment as a reportable segment to maintain consistency with prior periods.
The consolidated statement of cash flows has been prepared using the \u2018indirect\u2019 method. Cash flows in foreign currencies have been translated applying average exchange rates. Currency translation differences on cash are shown separately in the consolidated statement of cash flows. Cash flows from investing activities consist mostly of investments and divestments in property, plant and equipment, intangible assets, dividend income from investments, and acquisitions insofar as these are paid for in cash.
Proceeds from disposals of subsidiaries and other investments, and cash paid to fund the construction of the Clean Ammonia project are also presented as part of investing activities. Cash flows relating to capitalized borrowing cost are presented as cash flows from operating activities. Cash flows from financing activities consist of acquisition or divestment of non-controlling interests, dividends paid to non-controlling interests, proceeds from and repayment of borrowings, inclusive of premia or discounts, payment of lease obligations, and settlement of derivatives with the exception of interest rate derivatives which are presented as cash flows used in operating activities.
Cash flows from discontinued operations are presented separately from the cash flows from continuing operations.
Earnings per ordinary share are calculated by dividing the profit or loss (net) attributable to holders of ordinary shares by the weighted average number of ordinary shares outstanding during the year. In making this calculation the (ordinary) treasury shares are deducted from the number of ordinary shares outstanding. The calculation of the diluted earnings per share is based on the weighted average number of ordinary shares outstanding plus the potential increase as a result of the conversion of convertible bonds and the settlement of share-based compensation plans (share option plans).
Anti-dilutive effects are not included in the calculation. An adjustment is made to profit or loss (net) to eliminate interest charges, whilst allowing for effect of taxation. In 2025, the Group did not have any dilutive instruments outstanding; accordingly, diluted earning per share equals basic earning per share. In 2024, diluted earning per share calculation, it was assumed that all outstanding equity-settled share option plans would vest. The dilutive effect of equity-settled share option plans is calculated based on the number of options issued, the exercise price of these options and the average market price of ordinary shares during the period.
The difference between the number of ordinary shares issued and the number of ordinary shares that would have been issued at the average market price of ordinary shares for the period is considered as dilutive. This dilutive effect is only applied if the option has intrinsic value (i.e. is in the money).
The Group classifies non-current assets or disposal groups as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use, and a sale is considered highly probable. Non-current assets or disposal groups classified as held for sale are measured at the lower of their carrying amount and fair value less costs to sell.
Non-current assets such as deferred tax assets, assets arising from employee benefits and financial assets are specifically exempt from this measurement requirement. Depreciation and amortization on non-current assets (including those that are part of a disposal group) ceases from the date that the non-current assets (or disposal groups) meet the criteria to be classified as held for sale.
Non-current assets or all assets of disposal groups classified as held for sale are presented separately from the other assets in the statement of financial position. The liabilities of a disposal group classified as held for sale are presented separately from other liabilities in the statement of financial position.
The consolidated statement of financial position notes includes movement schedules representing the total movements associated with continuing operations, which is made up of continuing operations at the end of the reporting year and movements associated with disposal groups before they met the criteria to be classified as held for sale. Assets and liabilities held for sale are presented separately. Reference is made to note 22 Discontinued operations and assets & liabilities held for sale.
The Group classifies a component of the business as discontinued operations if the following criteria are met: the operations and cash flows of the component can be clearly distinguished from the rest of the Group, and it represents a separate major line of the business, a separate geographical area of operations, or is included as part of a plan to dispose of a major line of business. Classification as a discontinued operation occurs at the earlier of the date of disposal or when the operation meets the criteria to be classified as held for sale.
The difference in IFRS 5 criteria applied to consider a component of the business as held for sale, compared to the criteria for discontinued operations, means that not all entities in the group are presented as both.
The results of discontinued operations are presented separately in the statement of profit or loss. When an operation is classified as discontinued operations, the comparative statement of profit or loss and other comprehensive income are re-presented as if the portion of the business had been discontinued from the start of the comparative year.
Intra-group transactions between continuing and discontinued operations are eliminated as part of the consolidated financial statements. Intra-group transactions are eliminated against discontinued operations when management determines that the arrangement is not expected to continue after the sale or disposal of the discontinued operation. Intra-group transactions are eliminated against continuing operations when management determines that the arrangement is expected to continue after the sale. These may include the purchases and sales of product in the normal course of business.
Some overhead costs, such as IT costs, personnel costs, and interest expenses, are expected to reduce after the sale of the disposal groups. To the extent that there is a legal agreement in place for overhead costs to transfer to the buyer of the disposal group, either as part of the purchase agreement or otherwise, these costs are presented as discontinued operations. All other stranded costs are presented as part of continuing operations.
As a consequence of the sale of the Clean Ammonia project to Woodside Energy Group Ltd. (\"Woodside\"), OCI assumed an obligation to fund certain pre-operating and capex costs as defined in the sale agreement. This obligation is classified as a financial liability under the scope of IFRS 9. The financial liability is initially measured at fair value and subsequently measured at amortized cost. Cash payments made to fund these costs are presented within cash flows from investing activities in the consolidated statement of cash flows.
Subsequent remeasurements in the liability are due to changes in future expected cash flows and the impact of time value of money through the effective interest rate method. These changes are classified as part of the gain of the sale presented in discontinued operations, as per the guidance of IFRS 5. Management assessment of future costs is a significant judgment and estimate.
A portion of the proceeds from the sale relating to future employee services to be performed by the Group for Woodside's subsidiary, Beaumont New Ammonia LLC or BNA, have been deferred as a contract liability under the scope of IFRS 15. Recognition of this revenue occurs over time as the services are provided. This revenue is recorded by the entities providing the services, OCI Clean Ammonia M&O LLC and OCI Clean Ammonia CM LLC, which are both classified as discontinued operations.
", "dimensions": { "concept": "ifrs-full:DisclosureOfMaterialAccountingPolicyInformationExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2738": { "value": "The consolidated financial statements include the financial statements of OCI, its subsidiaries and the Group\u2019s interests in associates.
Subsidiaries are all companies to which OCI has power over the relevant activities of the investee, is exposed or has rights to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Generally, control accompanies a shareholding of more than half of the shares issued and related voting power. Subsidiaries are fully consolidated from the date that control commences until the date that control ceases.
When the Group loses control over a subsidiary, it derecognizes the assets and liabilities of the subsidiary, and any related non-controlling interests and other components of equity. Any investment retained in the former subsidiary is recognized at fair value. The fair value shall be regarded as the fair value on initial recognition of a financial asset or, when appropriate, the cost on initial recognition of an investment in an associate. Any resulting gain or loss is recognized in profit or loss including related cumulative translation adjustments accumulated in other comprehensive income. If a subsidiary becomes an associate, the interest retained is subsequently measured in accordance with the equity method. The principal subsidiaries are listed in note 35.
Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealized gains arising from transactions with equity-accounted investees are eliminated against the investment to the extent of the Group\u2019s interest in the investees. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment.
Non-controlling interests are presented as a separate component in equity. \u2018Profit or loss\u2019 and \u2018Total comprehensive income\u2019 attributable to the non-controlling interests are presented as a separate line item in the consolidated statement of profit or loss and other comprehensive income.
Non-controlling interests are measured at their proportionate share of the acquiree\u2019s identifiable net assets at the balance sheet date. Changes in the Group\u2019s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Non-controlling interests are derecognized when the underlying subsidiary is divested.
", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfConsolidationExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2739": { "value": "Subsidiaries are all companies to which OCI has power over the relevant activities of the investee, is exposed or has rights to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Generally, control accompanies a shareholding of more than half of the shares issued and related voting power. Subsidiaries are fully consolidated from the date that control commences until the date that control ceases.
When the Group loses control over a subsidiary, it derecognizes the assets and liabilities of the subsidiary, and any related non-controlling interests and other components of equity. Any investment retained in the former subsidiary is recognized at fair value. The fair value shall be regarded as the fair value on initial recognition of a financial asset or, when appropriate, the cost on initial recognition of an investment in an associate. Any resulting gain or loss is recognized in profit or loss including related cumulative translation adjustments accumulated in other comprehensive income. If a subsidiary becomes an associate, the interest retained is subsequently measured in accordance with the equity method. The principal subsidiaries are listed in note 35.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSubsidiariesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2740": { "value": "Non-controlling interests are presented as a separate component in equity. \u2018Profit or loss\u2019 and \u2018Total comprehensive income\u2019 attributable to the non-controlling interests are presented as a separate line item in the consolidated statement of profit or loss and other comprehensive income.
Non-controlling interests are measured at their proportionate share of the acquiree\u2019s identifiable net assets at the balance sheet date. Changes in the Group\u2019s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Non-controlling interests are derecognized when the underlying subsidiary is divested.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTransactionsWithNoncontrollingInterestsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2741": { "value": "Associates are companies in which the Group exercises significant influence over the financial and operating policies, but does not have control. Significant influence is presumed to exist when the Group holds 20% to 50% of the outstanding shares and related voting rights of the investee. Associates are accounted for under the equity method. The Group\u2019s share of the profit or loss of an associate is recognized in the Group's profit or loss from the date when significant influence begins up to the date when that significant influence ceases.
The Group's share of the other comprehensive income of an investee is recognized in consolidated other comprehensive income. Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group\u2019s interest in associates. Unrealized losses are eliminated unless the transaction provides evidence of an impairment of the asset transferred. Unrealized gains on transactions between two associates are not eliminated. Investments in associates with negative shareholder\u2019s equity are impaired. The Group\u2019s share of losses in an associate may equal or exceed its interest in the associate (which includes any long-term interest that, in substance, forms part of the Group\u2019s net investment in an associate). In these cases, the Group recognizes a provision for further losses only to the extent that the Group has incurred a legal or constructive obligation or made payments on behalf of the associate.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForInvestmentInAssociates", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2742": { "value": "The financial statements of foreign operations, including subsidiaries, and associates, are prepared in the currencies which are determined based on the primary economic environment in which they operate (\u2018the functional currency\u2019).
Transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing on the transaction dates. At each balance sheet date, monetary items denominated in foreign currencies are revalued into the entity's functional currency at the then prevailing closing-rates.
Exchange differences arising on the settlement and translation of monetary items are included in profit or loss for the period, except when deferred to other comprehensive income for financial assets at fair value through other comprehensive income and the effective part of qualifying cash flow hedges.
Upon consolidation, the assets and liabilities of subsidiaries with a functional currency other than the US dollars are translated into US dollars using the exchange rates prevailing at the balance sheet date. Income and expense items are translated using exchange rates prevailing at the date of the transactions. Investments in associates with a functional currency other than the US dollars are translated into US dollars using exchange rates prevailing on the balance sheet date. Exchange rate differences arising during consolidation and on the translation of investments in subsidiaries, associates and monetary items that form part of net investments in foreign operations are included in other comprehensive income, as \u2018Currency translation differences\u2019.
When a foreign operation is (partly) disposed of or sold, (the proportionate share of) the related currency translation differences that were recorded in other comprehensive income are recycled to profit or loss as part of the gain or loss on disposal or sale. Goodwill and fair value adjustments arising on the acquisition of a foreign subsidiary are considered as assets and liabilities denominated in the functional currency of the foreign subsidiary.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFunctionalCurrencyExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2743": { "value": "The financial statements of foreign operations, including subsidiaries, and associates, are prepared in the currencies which are determined based on the primary economic environment in which they operate (\u2018the functional currency\u2019).
Transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing on the transaction dates. At each balance sheet date, monetary items denominated in foreign currencies are revalued into the entity's functional currency at the then prevailing closing-rates.
Exchange differences arising on the settlement and translation of monetary items are included in profit or loss for the period, except when deferred to other comprehensive income for financial assets at fair value through other comprehensive income and the effective part of qualifying cash flow hedges.
Upon consolidation, the assets and liabilities of subsidiaries with a functional currency other than the US dollars are translated into US dollars using the exchange rates prevailing at the balance sheet date. Income and expense items are translated using exchange rates prevailing at the date of the transactions. Investments in associates with a functional currency other than the US dollars are translated into US dollars using exchange rates prevailing on the balance sheet date. Exchange rate differences arising during consolidation and on the translation of investments in subsidiaries, associates and monetary items that form part of net investments in foreign operations are included in other comprehensive income, as \u2018Currency translation differences\u2019.
When a foreign operation is (partly) disposed of or sold, (the proportionate share of) the related currency translation differences that were recorded in other comprehensive income are recycled to profit or loss as part of the gain or loss on disposal or sale. Goodwill and fair value adjustments arising on the acquisition of a foreign subsidiary are considered as assets and liabilities denominated in the functional currency of the foreign subsidiary.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForForeignCurrencyTranslationExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2745": { "value": "Cash and cash equivalents comprise cash balances and call deposits with original maturities of three months or less from the acquisition date (original maturity) that are subject to an insignificant risk of changes in their fair value and are used by the Group in the management of its short-term commitments. Restricted cash comprises cash balances where specific restrictions exist on the Group's ability to use this cash.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyToDetermineComponentsOfCashAndCashEquivalents", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2746": { "value": "Cash and cash equivalents comprise cash balances and call deposits with original maturities of three months or less from the acquisition date (original maturity) that are subject to an insignificant risk of changes in their fair value and are used by the Group in the management of its short-term commitments. Restricted cash comprises cash balances where specific restrictions exist on the Group's ability to use this cash.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForRestrictedCashAndCashEquivalentsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2747": { "value": "Ordinary shares are classified as equity. Share premium is the excess amount received over the par value of the shares. Incremental costs directly attributable to the issue of new shares are recognized in equity as a deduction, net of tax, from the proceeds. When ordinary shares are repurchased, the amount of the consideration paid, which includes directly attributable costs, net of tax effects, is recognized as a deduction from \u2018Reserves\u2019. Repurchased shares are classified as treasury shares and are presented in \u2018Reserves\u2019. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in \u2018Reserves\u2019, and the resulting surplus or deficit on the transaction is presented in share premium.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTreasurySharesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2749": { "value": "Items of property, plant and equipment are measured at cost less accumulated depreciation and any impairment. Cost includes any expenditure that is directly attributable to the acquisition of the asset. The cost of self-constructed assets includes cost of material, direct labor, other directly attributable cost incurred to bring the asset ready to its intended use, including the cost of asset retirement obligations and any capitalized borrowing cost.
Purchased software that is integral to the functionality of the related equipment is capitalized as part of that equipment. When different parts of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.
Any gain or loss on disposal of an item of property, plant and equipment (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognized in profit or loss. Subsequent expenditures are capitalized only when it is probable that the future economic benefits associated with the expenditure will flow to the Group. Ongoing repairs and maintenance costs are expensed as incurred. Spare parts of property, plant and equipment are recognized under property, plant and equipment if the average turnover exceeds 12 months or more, the cost exceeds USD 10,000 and the part is key for the functioning of the plant. Other spare parts are recognized within inventories.
Expenditures incurred for purchasing and constructing property, plant and equipment are initially recorded as \u2018under construction\u2019 until the asset is completed and ready for use. Upon the completion of the assets, the recognized costs are reclassified from \u2018under construction\u2019 to its final category of property, plant and equipment. Assets under construction are not depreciated and are measured at cost less any impairment losses.
Items of property, plant and equipment are depreciated on a straight-line basis through profit or loss over the estimated useful lives of each component, taking into account any residual values. Land is not depreciated. Items of property, plant and equipment are depreciated from the date that they are installed and are ready for use, or in respect of internally constructed assets, from the date that the asset is completed and ready for use.
Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if necessary by the Group.
The estimated useful lives for items of property, plant and equipment are as follows: | Years |
|---|---|
Buildings | 10 - 50 |
Plant and equipment | 4 - 25 |
Fixtures and fittings | 3 - 10 |
Borrowing costs attributable to the acquisition, construction or production of assets that necessarily take a substantial period of time to get ready for their intended use or sale, are recognized as part of the cost of those assets. All other borrowing costs are recognized as \u2018Finance cost\u2019 in the period in which they are incurred.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForPropertyPlantAndEquipmentExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "p-blocktag-i2748": { "value": "Any gain or loss on disposal of an item of property, plant and equipment (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognized in profit or loss. Subsequent expenditures are capitalized only when it is probable that the future economic benefits associated with the expenditure will flow to the Group. Ongoing repairs and maintenance costs are expensed as incurred. Spare parts of property, plant and equipment are recognized under property, plant and equipment if the average turnover exceeds 12 months or more, the cost exceeds USD 10,000 and the part is key for the functioning of the plant. Other spare parts are recognized within inventories.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForRepairsAndMaintenanceExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2765": { "value": "Items of property, plant and equipment are depreciated on a straight-line basis through profit or loss over the estimated useful lives of each component, taking into account any residual values. Land is not depreciated. Items of property, plant and equipment are depreciated from the date that they are installed and are ready for use, or in respect of internally constructed assets, from the date that the asset is completed and ready for use.
Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if necessary by the Group.
The estimated useful lives for items of property, plant and equipment are as follows: | Years |
|---|---|
Buildings | 10 - 50 |
Plant and equipment | 4 - 25 |
Fixtures and fittings | 3 - 10 |
Borrowing costs attributable to the acquisition, construction or production of assets that necessarily take a substantial period of time to get ready for their intended use or sale, are recognized as part of the cost of those assets. All other borrowing costs are recognized as \u2018Finance cost\u2019 in the period in which they are incurred.
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognized in profit or loss and expensed as incurred. Foreign currency gains and losses are recognized on a net basis as either finance income or finance cost depending on whether foreign currency movements are in a net gain or net loss position.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForBorrowingCostsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2767": { "value": "Goodwill represents the excess of total consideration transferred over the sum of the net amount of identifiable assets acquired and liabilities assumed and the non-controlling interest of the acquiree. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the gain is recognized in profit or loss.
Goodwill on acquisition of entities that qualify as subsidiaries is presented under \u2018Goodwill and intangible assets\u2019. Goodwill on acquisitions of entities that qualify as associates is included in \u2018Equity-accounted investees\u2019. Goodwill on acquisition of subsidiaries is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or group of units that are expected to benefit from the business combination through which the goodwill arose, based on past experience.
Goodwill is initially measured at cost. After initial recognition, goodwill is measured at cost less any impairment losses. Goodwill is tested annually for impairment; an impairment loss is recognized for the amount by which the cash-generating unit\u2019s carrying amount exceeds its recoverable amount. The recoverable amount of the cash-generating unit is determined by the higher of its fair value less cost to sell and its value in use. Impairment losses on goodwill are not reversed. Gains or losses on the disposal of an entity include the carrying amount of goodwill related to the entity sold. All other expenditures on internally-generated goodwill and other intangible assets are recognized in profit or loss as incurred.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIntangibleAssetsAndGoodwillExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2768": { "value": "Goodwill represents the excess of total consideration transferred over the sum of the net amount of identifiable assets acquired and liabilities assumed and the non-controlling interest of the acquiree. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the gain is recognized in profit or loss.
Goodwill on acquisition of entities that qualify as subsidiaries is presented under \u2018Goodwill and intangible assets\u2019. Goodwill on acquisitions of entities that qualify as associates is included in \u2018Equity-accounted investees\u2019. Goodwill on acquisition of subsidiaries is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or group of units that are expected to benefit from the business combination through which the goodwill arose, based on past experience.
Goodwill is initially measured at cost. After initial recognition, goodwill is measured at cost less any impairment losses. Goodwill is tested annually for impairment; an impairment loss is recognized for the amount by which the cash-generating unit\u2019s carrying amount exceeds its recoverable amount. The recoverable amount of the cash-generating unit is determined by the higher of its fair value less cost to sell and its value in use. Impairment losses on goodwill are not reversed. Gains or losses on the disposal of an entity include the carrying amount of goodwill related to the entity sold. All other expenditures on internally-generated goodwill and other intangible assets are recognized in profit or loss as incurred.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForGoodwillExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2769": { "value": "Inventories are measured at the lower of cost and net realizable value. The cost of inventories of raw materials, spare parts and supplies are based on the weighted average principle or the first-in-first-out method, and includes expenditures incurred in acquiring the inventories and bringing them to their existing location and condition. In case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForMeasuringInventories", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2770": { "value": "Non-financial assets that have an indefinite useful life, for example goodwill, are not subject to amortization but are tested annually for impairment or more frequently when indicators of impairment arise. Assets with a finite useful life are subject to depreciation or amortization and are reviewed at each reporting date to determine whether there is an indication of impairment. If any such indication exists, then the assets\u2019 recoverable amount is estimated.
For the purpose of assessing impairment, assets are grouped based on the lowest level for which there are separately identifiable cash flows (cash-generating units). An impairment loss is recognized for the amount by which the assets\u2019 carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset\u2019s fair value less costs of disposal and its value in use. The value in use is the present value of the future cash flows expected to be derived from an asset or cash-generating unit by continued use. Impairment losses are recognized in profit or loss.
Non-financial assets, which are impaired, are tested periodically to determine whether the recoverable amount has increased and the impairment be (partially) reversed. Impairment losses on goodwill are not reversed.
For other assets, an impairment loss is reversed only to the extent that the asset\u2019s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized. Reversal of impairments is only permitted if, in a subsequent period after an impairment loss has been recognized, the amount of the impairment loss decreases and the decrease can be related objectively to an event after the impairment loss was recognized.
The impairment model requires the recognition of impairment provisions based on expected credit losses (ECL) rather than only incurred credit losses. The Group allocates each exposure to a credit risk grade based on data that is determined to be predictive of the risk of loss (including but not limited to external ratings, audited financial statements, management accounts, cash flow projections and available press information about customers) and applies experienced credit judgment. Credit risk grades are defined using qualitative and quantitative factors that are indicative of the risk of default and are aligned to external credit definitions from agencies (Standard & Poor\u2019s). Exposure within each credit risk grade are segmented by geographic region classification and an ECL rate is calculated for each segment based on delinquency status and actual credit loss experience over the past seven years (if possible). These rates are multiplied by scalar factors to reflect differences between economic conditions during the period over which historical data has been collected, current conditions and the Group's view of economic conditions over the expected lives of the financial instruments.
For the assessment of loss allowance for expected credit losses, a simplified model for trade receivables is applied. The loss allowance is measured at initial recognition and throughout the life of the receivable at an amount equal to lifetime ECL. They are estimated based on the present value of all cash shortfalls over the remaining expected life of the financial asset, i.e., the difference between:
The contractual cash flows that are due to an entity under the contract, and;
The cash flows that the holder expects to receive.
In order to assess the lifetime ECLs for trade receivables, both historic credit losses experience and forward-looking information is assessed. Expected losses on trade receivables are recognized on a separate line item in the statement of profit and loss, if any.
For other receivables (and other financial assets) the Group measures the loss allowance at an amount equal to the lifetime ECLs if the credit risk on that financial instrument has increased significantly since initial recognition. If at the reporting date, the credit risk of other receivables has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForImpairmentOfAssetsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2771": { "value": "Non-financial assets that have an indefinite useful life, for example goodwill, are not subject to amortization but are tested annually for impairment or more frequently when indicators of impairment arise. Assets with a finite useful life are subject to depreciation or amortization and are reviewed at each reporting date to determine whether there is an indication of impairment. If any such indication exists, then the assets\u2019 recoverable amount is estimated.
For the purpose of assessing impairment, assets are grouped based on the lowest level for which there are separately identifiable cash flows (cash-generating units). An impairment loss is recognized for the amount by which the assets\u2019 carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset\u2019s fair value less costs of disposal and its value in use. The value in use is the present value of the future cash flows expected to be derived from an asset or cash-generating unit by continued use. Impairment losses are recognized in profit or loss.
Non-financial assets, which are impaired, are tested periodically to determine whether the recoverable amount has increased and the impairment be (partially) reversed. Impairment losses on goodwill are not reversed.
For other assets, an impairment loss is reversed only to the extent that the asset\u2019s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized. Reversal of impairments is only permitted if, in a subsequent period after an impairment loss has been recognized, the amount of the impairment loss decreases and the decrease can be related objectively to an event after the impairment loss was recognized.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForImpairmentOfNonfinancialAssetsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2772": { "value": "IFRS 9 contains three principal classification and measurement categories for financial assets: amortized cost, fair value through profit or loss (\u2018FVTPL\u2019) and fair value through other comprehensive income (\u2018FVOCI\u2019). The classification of financial assets under IFRS 9 is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. Under IFRS 9, derivatives embedded in contracts where the host is a financial asset in the scope of the standard are never separated. Instead, the hybrid financial instrument as a whole is assessed for classification.
Trade and other receivables are held to collect contractual cash flows and are expected to give rise to cash flows representing solely payments of principal and interest. The Group analyzed the contractual cash flow characteristics of those instruments and concluded that they meet the \u2018hold-to-collect\u2019 business model criteria for amortized cost measurement. Interest income from these assets is included in finance income using the effective interest rate method. Any gain or loss on derecognition is recognized directly in profit or loss. The Group sells certain trade receivables under a securitization agreement to a third party. For these selected debtors the Group will use the \u2018hold-to-collect-and-sell business model\u2019 as defined under IFRS 9 and will measure these receivables going forward at FVOCI.
Derivative financial instruments held by the Group are classified in the category FVTPL, unless the instrument is designated in a hedge relationship and the hedge meets the requirements for hedge accounting.
Equity investments, previously recognized as available-for-sale assets, are measured at FVOCI, based on the irrevocable election made by the Group. The Group elected this approach as these investments are not held for trading. Movements in the carrying amount are recognized in other comprehensive income, except for the recognition of impairment gains and losses, and interest income which are recognized in the profit or loss.
On derecognition the cumulative gain or loss recognized in other comprehensive income is not recycled from equity to profit or loss, and this cumulative change is reclassified within equity from accumulated other comprehensive income to retained earnings. Dividend income is recognized in profit or loss when the Group\u2019s right to receive payment is established.
The Group has physical purchase contracts in place to procure natural gas for its production activities. These contracts are not accounted for as financial instruments if they meet the criteria for the own use exemption. The own use exemption applies to contracts that are entered into and continue to be held for the receipt of a non-financial item in accordance with the Group\u2019s expected purchase, sale or usage requirements and where the Group does not have a past practice of settling these contracts for a net amount of cash.
When a derivative instrument or a non-derivative financial liability is designated as the hedging instrument in a hedge of a net investment in a foreign operation, the effective portion of changes in the fair value of a derivative or foreign exchange gains and losses for a non-derivative is recognized in other comprehensive income and presented in the translation reserve within equity. Any ineffective portion of the changes in the fair value of the derivative or foreign exchange gains and losses on the non-derivative is recognized immediately in profit or loss. The amount recognized in other comprehensive income is fully or partially reclassified to profit or loss as a reclassification adjustment on disposal or partial disposal of the foreign operation that results in a loss of control, respectively.
The Group enters into securitization arrangements under which certain trade receivables are transferred to an external financial institution on a non-recourse basis. As substantially all risks and rewards of ownership are transferred, the receivables are derecognised upon transfer in accordance with IFRS 9. Where customer payments are subsequently received by the Group in respect of derecognised receivables, a corresponding payable to the financial institution is recognized until settled.
When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income and accumulated in the hedging reserve. The effective portion of changes in the fair value of the derivative that is recognized in other comprehensive income is limited to the cumulative change in fair value of the hedged item, determined on a present value basis, from inception of the hedge. Any ineffective portion of changes in the fair value of the derivative is recognized immediately in profit or loss. Net investment hedge accounting is discontinued when the hedging relationship ceases to meet the qualifying criteria as per IFRS 9, which includes when the hedging instrument expires or is terminated.
Financial liabilities, like loans and borrowings and trade and other payables, are measured at amortized cost, unless the financial liability:
Is a derivative at FVTPL;
Arose from the transfer of a financial assets that does not qualify for derecognition or if the continuing involvement approach applies;
Is a financial guarantee contract;
Is a commitment to provide a loan at a below-market interest rate; or
Is a contingent consideration resulting from a business combination to which IFRS 3 applies, measured at FVTPL.
The impairment model requires the recognition of impairment provisions based on expected credit losses (ECL) rather than only incurred credit losses. The Group allocates each exposure to a credit risk grade based on data that is determined to be predictive of the risk of loss (including but not limited to external ratings, audited financial statements, management accounts, cash flow projections and available press information about customers) and applies experienced credit judgment. Credit risk grades are defined using qualitative and quantitative factors that are indicative of the risk of default and are aligned to external credit definitions from agencies (Standard & Poor\u2019s). Exposure within each credit risk grade are segmented by geographic region classification and an ECL rate is calculated for each segment based on delinquency status and actual credit loss experience over the past seven years (if possible). These rates are multiplied by scalar factors to reflect differences between economic conditions during the period over which historical data has been collected, current conditions and the Group's view of economic conditions over the expected lives of the financial instruments.
For the assessment of loss allowance for expected credit losses, a simplified model for trade receivables is applied. The loss allowance is measured at initial recognition and throughout the life of the receivable at an amount equal to lifetime ECL. They are estimated based on the present value of all cash shortfalls over the remaining expected life of the financial asset, i.e., the difference between:
The contractual cash flows that are due to an entity under the contract, and;
The cash flows that the holder expects to receive.
In order to assess the lifetime ECLs for trade receivables, both historic credit losses experience and forward-looking information is assessed. Expected losses on trade receivables are recognized on a separate line item in the statement of profit and loss, if any.
For other receivables (and other financial assets) the Group measures the loss allowance at an amount equal to the lifetime ECLs if the credit risk on that financial instrument has increased significantly since initial recognition. If at the reporting date, the credit risk of other receivables has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.
Derivative financial assets and derivative financial liabilities are measured at fair value. The Group investigates whether the counterparty\u2019s creditworthiness gives rise to a change in fair value. When determining the fair value, credit value and debit value adjustments are taken into account.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2780": { "value": "IFRS 9 contains three principal classification and measurement categories for financial assets: amortized cost, fair value through profit or loss (\u2018FVTPL\u2019) and fair value through other comprehensive income (\u2018FVOCI\u2019). The classification of financial assets under IFRS 9 is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. Under IFRS 9, derivatives embedded in contracts where the host is a financial asset in the scope of the standard are never separated. Instead, the hybrid financial instrument as a whole is assessed for classification.
Trade and other receivables are held to collect contractual cash flows and are expected to give rise to cash flows representing solely payments of principal and interest. The Group analyzed the contractual cash flow characteristics of those instruments and concluded that they meet the \u2018hold-to-collect\u2019 business model criteria for amortized cost measurement. Interest income from these assets is included in finance income using the effective interest rate method. Any gain or loss on derecognition is recognized directly in profit or loss. The Group sells certain trade receivables under a securitization agreement to a third party. For these selected debtors the Group will use the \u2018hold-to-collect-and-sell business model\u2019 as defined under IFRS 9 and will measure these receivables going forward at FVOCI.
Derivative financial instruments held by the Group are classified in the category FVTPL, unless the instrument is designated in a hedge relationship and the hedge meets the requirements for hedge accounting.
Equity investments, previously recognized as available-for-sale assets, are measured at FVOCI, based on the irrevocable election made by the Group. The Group elected this approach as these investments are not held for trading. Movements in the carrying amount are recognized in other comprehensive income, except for the recognition of impairment gains and losses, and interest income which are recognized in the profit or loss.
On derecognition the cumulative gain or loss recognized in other comprehensive income is not recycled from equity to profit or loss, and this cumulative change is reclassified within equity from accumulated other comprehensive income to retained earnings. Dividend income is recognized in profit or loss when the Group\u2019s right to receive payment is established.
The Group has physical purchase contracts in place to procure natural gas for its production activities. These contracts are not accounted for as financial instruments if they meet the criteria for the own use exemption. The own use exemption applies to contracts that are entered into and continue to be held for the receipt of a non-financial item in accordance with the Group\u2019s expected purchase, sale or usage requirements and where the Group does not have a past practice of settling these contracts for a net amount of cash.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialAssetsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "p-blocktag-i2773": { "value": "Trade and other receivables are held to collect contractual cash flows and are expected to give rise to cash flows representing solely payments of principal and interest. The Group analyzed the contractual cash flow characteristics of those instruments and concluded that they meet the \u2018hold-to-collect\u2019 business model criteria for amortized cost measurement. Interest income from these assets is included in finance income using the effective interest rate method. Any gain or loss on derecognition is recognized directly in profit or loss. The Group sells certain trade receivables under a securitization agreement to a third party. For these selected debtors the Group will use the \u2018hold-to-collect-and-sell business model\u2019 as defined under IFRS 9 and will measure these receivables going forward at FVOCI.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTradeAndOtherReceivablesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "h3-blocktag-i2774": { "value": "Derivative financial instruments held by the Group are classified in the category FVTPL, unless the instrument is designated in a hedge relationship and the hedge meets the requirements for hedge accounting.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDerivativeFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "h3-blocktag-i2775": { "value": "Derivative financial instruments held by the Group are classified in the category FVTPL, unless the instrument is designated in a hedge relationship and the hedge meets the requirements for hedge accounting.
When a derivative instrument or a non-derivative financial liability is designated as the hedging instrument in a hedge of a net investment in a foreign operation, the effective portion of changes in the fair value of a derivative or foreign exchange gains and losses for a non-derivative is recognized in other comprehensive income and presented in the translation reserve within equity. Any ineffective portion of the changes in the fair value of the derivative or foreign exchange gains and losses on the non-derivative is recognized immediately in profit or loss. The amount recognized in other comprehensive income is fully or partially reclassified to profit or loss as a reclassification adjustment on disposal or partial disposal of the foreign operation that results in a loss of control, respectively.
When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income and accumulated in the hedging reserve. The effective portion of changes in the fair value of the derivative that is recognized in other comprehensive income is limited to the cumulative change in fair value of the hedged item, determined on a present value basis, from inception of the hedge. Any ineffective portion of changes in the fair value of the derivative is recognized immediately in profit or loss. Net investment hedge accounting is discontinued when the hedging relationship ceases to meet the qualifying criteria as per IFRS 9, which includes when the hedging instrument expires or is terminated.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDerivativeFinancialInstrumentsAndHedgingExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "h3-blocktag-i2776": { "value": "Derivative financial instruments held by the Group are classified in the category FVTPL, unless the instrument is designated in a hedge relationship and the hedge meets the requirements for hedge accounting.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialInstrumentsAtFairValueThroughProfitOrLossExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2782": { "value": "The Group has physical purchase contracts in place to procure natural gas for its production activities. These contracts are not accounted for as financial instruments if they meet the criteria for the own use exemption. The own use exemption applies to contracts that are entered into and continue to be held for the receipt of a non-financial item in accordance with the Group\u2019s expected purchase, sale or usage requirements and where the Group does not have a past practice of settling these contracts for a net amount of cash.
Financial liabilities, like loans and borrowings and trade and other payables, are measured at amortized cost, unless the financial liability:
Is a derivative at FVTPL;
Arose from the transfer of a financial assets that does not qualify for derecognition or if the continuing involvement approach applies;
Is a financial guarantee contract;
Is a commitment to provide a loan at a below-market interest rate; or
Is a contingent consideration resulting from a business combination to which IFRS 3 applies, measured at FVTPL.
When a derivative instrument or a non-derivative financial liability is designated as the hedging instrument in a hedge of a net investment in a foreign operation, the effective portion of changes in the fair value of a derivative or foreign exchange gains and losses for a non-derivative is recognized in other comprehensive income and presented in the translation reserve within equity. Any ineffective portion of the changes in the fair value of the derivative or foreign exchange gains and losses on the non-derivative is recognized immediately in profit or loss. The amount recognized in other comprehensive income is fully or partially reclassified to profit or loss as a reclassification adjustment on disposal or partial disposal of the foreign operation that results in a loss of control, respectively.
When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income and accumulated in the hedging reserve. The effective portion of changes in the fair value of the derivative that is recognized in other comprehensive income is limited to the cumulative change in fair value of the hedged item, determined on a present value basis, from inception of the hedge. Any ineffective portion of changes in the fair value of the derivative is recognized immediately in profit or loss. Net investment hedge accounting is discontinued when the hedging relationship ceases to meet the qualifying criteria as per IFRS 9, which includes when the hedging instrument expires or is terminated.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForHedgingExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2788": { "value": "Financial liabilities, like loans and borrowings and trade and other payables, are measured at amortized cost, unless the financial liability:
Is a derivative at FVTPL;
Arose from the transfer of a financial assets that does not qualify for derecognition or if the continuing involvement approach applies;
Is a financial guarantee contract;
Is a commitment to provide a loan at a below-market interest rate; or
Is a contingent consideration resulting from a business combination to which IFRS 3 applies, measured at FVTPL.
The impairment model requires the recognition of impairment provisions based on expected credit losses (ECL) rather than only incurred credit losses. The Group allocates each exposure to a credit risk grade based on data that is determined to be predictive of the risk of loss (including but not limited to external ratings, audited financial statements, management accounts, cash flow projections and available press information about customers) and applies experienced credit judgment. Credit risk grades are defined using qualitative and quantitative factors that are indicative of the risk of default and are aligned to external credit definitions from agencies (Standard & Poor\u2019s). Exposure within each credit risk grade are segmented by geographic region classification and an ECL rate is calculated for each segment based on delinquency status and actual credit loss experience over the past seven years (if possible). These rates are multiplied by scalar factors to reflect differences between economic conditions during the period over which historical data has been collected, current conditions and the Group's view of economic conditions over the expected lives of the financial instruments.
For the assessment of loss allowance for expected credit losses, a simplified model for trade receivables is applied. The loss allowance is measured at initial recognition and throughout the life of the receivable at an amount equal to lifetime ECL. They are estimated based on the present value of all cash shortfalls over the remaining expected life of the financial asset, i.e., the difference between:
The contractual cash flows that are due to an entity under the contract, and;
The cash flows that the holder expects to receive.
In order to assess the lifetime ECLs for trade receivables, both historic credit losses experience and forward-looking information is assessed. Expected losses on trade receivables are recognized on a separate line item in the statement of profit and loss, if any.
For other receivables (and other financial assets) the Group measures the loss allowance at an amount equal to the lifetime ECLs if the credit risk on that financial instrument has increased significantly since initial recognition. If at the reporting date, the credit risk of other receivables has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForImpairmentOfFinancialAssetsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2793": { "value": "Provisions are recognized when a present legal or constructive obligation based on past events exists, and it is probable that an outflow of economic benefits is required to settle the obligation. If the outflow is probable, but cannot be determined reliably, the obligation is disclosed. The non-current part of provisions is determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.
The Group recognizes a provision if the Group has an obligation to restore a leased asset in its original condition at the end of its lease term or there are legal requirements with respect to cleanup of contamination of land, and a reliable estimate can be made. Based on the land lease of their production facilities, some entities have the obligation to restore their site upon decommissioning.
The Group has not recorded a liability for asset retirement obligations, as it does not believe there is currently a reasonable basis for estimating a date or range of dates of cessation of the operations, which is necessary to estimate the present value of this liability.
The Group is exposed to contingencies resulting from historical actions and transactions, including the recent sales of IFCo, Clean Ammonia, Fertiglobe, and the Methanol business, as well as other historical transactions such as the 2019 Fertiglobe subscription agreement and the 2021 Fertiglobe IPO. These contingencies include, among others, contractual indemnifications.
For the accounting policies surrounding the Escrow arrangement related to the sale of Fertiglobe, see note 3.11 Fertiglobe Escrow Indemnifications.
In addition, the Group is subject to legal and regulatory proceedings in various jurisdictions. Such proceedings may result in criminal or civil sanctions, penalties, or disgorgement against the Group.
A provision is recognized when it is probable that an obligation exists, the outflow of resources embodying economic benefits is probable, and the amount of the obligation can be reliably estimated. If it is probable that an obligation to the Group exists, which will result in an outflow of resources and the amount of the outflow can be reliably estimated, a provision is recognized.
Onerous contracts are contracts for which the unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it. A provision for onerous contracts is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. The net costs of continuing with the contract is determined based on both the incremental costs necessary to fulfill the obligation under the contract and an allocation of other costs that relate directly to fulfilling that contract. Before a provision is established, the Group recognizes any impairment loss on the assets associated with that contract.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForProvisionsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2794": { "value": "The Group recognizes a provision if the Group has an obligation to restore a leased asset in its original condition at the end of its lease term or there are legal requirements with respect to cleanup of contamination of land, and a reliable estimate can be made. Based on the land lease of their production facilities, some entities have the obligation to restore their site upon decommissioning.
The Group has not recorded a liability for asset retirement obligations, as it does not believe there is currently a reasonable basis for estimating a date or range of dates of cessation of the operations, which is necessary to estimate the present value of this liability.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDecommissioningRestorationAndRehabilitationProvisionsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2795": { "value": "The Group is exposed to contingencies resulting from historical actions and transactions, including the recent sales of IFCo, Clean Ammonia, Fertiglobe, and the Methanol business, as well as other historical transactions such as the 2019 Fertiglobe subscription agreement and the 2021 Fertiglobe IPO. These contingencies include, among others, contractual indemnifications.
For the accounting policies surrounding the Escrow arrangement related to the sale of Fertiglobe, see note 3.11 Fertiglobe Escrow Indemnifications.
In addition, the Group is subject to legal and regulatory proceedings in various jurisdictions. Such proceedings may result in criminal or civil sanctions, penalties, or disgorgement against the Group.
A provision is recognized when it is probable that an obligation exists, the outflow of resources embodying economic benefits is probable, and the amount of the obligation can be reliably estimated. If it is probable that an obligation to the Group exists, which will result in an outflow of resources and the amount of the outflow can be reliably estimated, a provision is recognized.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForContingentLiabilitiesAndContingentAssetsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2796": { "value": "Government grants that compensate the Group for expenses incurred are recognized in profit or loss as \u2018Other income\u2019 on a systematic basis in the periods in which the expenses are recognized. When the grant relates to an asset, it is recognized at the nominal amount of the grant and subsequently recognized as income in equal amounts over the expected useful life of the related asset, if applicable.
Other government grants are recognized initially as deferred income at fair value when there is reasonable assurance that they will be received and the Group will comply with the conditions associated with the grant. Subsequently, these are recognized in profit or loss as \u2018Other income\u2019 on a systematic basis over the useful life of the asset.
The Group receives European Emission Allowances (\u201cEUAs\u201d) as a result of its industrial activities in the Netherlands. The EUAs are granted annually in advance by the Dutch Emission Authority. The amount of EUAs granted is based on an estimate of CO2 emissions in the Netherlands and the effective European emission legislation. In arrears, the Group must refund allowances to the Dutch Emission Authority based on actual CO2 emissions during the year. In December 2022, the European Parliament (\u201cEP\u201d) and the Council reached a provisional agreement on the reform of the EU Emissions Trading System (\u201cETS\u201d) as a result of which the free allocation of allowances within the EU ETS will be phased out gradually.
The grant of these allowances is within the scope of IAS 20 Government Grants. The Group applies a specific accounting policy for the receipt of EUAs, different than the generic accounting for government grants. Upon initial recognition, the EUA\u2019s are recognized as inventory at the nominal amount of the grant (Nil). Concurrently, a liability is recognized for the obligation to refund the allowances for CO2 emissions during the compliance period. When no excess or deficit is identified, no liability is recognized as the Group has sufficient EUAs to settle the liability.
The excess or deficit is calculated and recorded separately for each production facility. If a deficit in EUAs is identified, the Group has to purchase additional EUAs on the commodity markets to settle its liability to the Dutch Emission Authority. Purchased EUAs are recognized at cost and classified as inventory. The cost of the purchased EUAs to settle the liability for emission allowances during any given compliance period are recognized in cost of sales.
EUAs in excess of the liability to the Dutch Emission Authority that are controlled by the Group can be sold for the benefit of the Group. Sales of EUAs in excess of the liability for emission allowances during any given compliance period are recognized in cost of sales.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForGovernmentGrants", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "principalplaceofbusiness-inlinetag-i2797": { "value": "the Netherlands", "dimensions": { "concept": "ifrs-full:PrincipalPlaceOfBusiness", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2798": { "value": "Whether an arrangement is, or contains, a lease is assessed at the commencement date of the lease. In general, an arrangement is considered to be or to contain a lease when all of the following apply:
There is an identified asset;
The Group obtains substantially all economic benefits from the use of the asset; and
The Group can direct the use of the identified asset.
The Group utilizes the short-term and low-value lease exemptions of IFRS 16 and does not record lease liabilities nor right-of-use assets for leases meeting the criteria for one of these exemptions. Lease obligations are recognized based on the present value of the future minimum lease payments. Right-of-use assets are initially valued at an amount equal to the lease liabilities. As leases do not easily provide for an implicit rate, the Group uses the incremental borrowing rate. The measurement at initial recognition may include options to extend or terminate the lease when it is reasonably certain that the Group will exercise that option. For leases, each lease payment is allocated between the liability and finance cost. The finance cost is charged to the consolidated statement of profit or loss over the term of the lease so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the asset\u2019s useful life and the lease term on a straight-line basis.
The Group has lease agreements with lease and non-lease components, which are generally accounted for as a single lease component. For leases of offices and buildings, we account for the lease and non-lease components separately. For these types of leases, the allocation of the consideration between lease and non-lease components is based on the relative stand-alone prices of lease components included in the lease arrangements. Leases are presented as \u2018Right-of-use assets\u2019 and \u2018Lease obligations\u2019. Short term leases (less than 12 months) or low value leases (less than USD 5,000) are expensed through the statement of profit or loss as incurred.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForLeasesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2799": { "value": "Revenues are recognized for the transfer of goods or services to customers in the ordinary course of the Group's activities, in the amounts that reflect the consideration to which the Group expects to be entitled in exchange for those goods or services. Revenue is recognized when the Group satisfies the performance obligations by transferring promised goods or services to customers.
The main performance obligation of the Group is the transfer of the Group's fertilizer and chemical products to customers. Revenue from the sale of fertilizer and chemical products are the two main revenue streams of the Group.
Goods are transferred when the customer obtains control of the asset. The timing of when control transfers depends on the sales and shipping terms agreed. Depending on its nature and the agreed sales terms, a performance obligation is either satisfied at certain point in time or over a certain period of time. Revenue is recognized net of expected discounts and rebates to customers. Accumulated experience and management judgment is used to estimate and provide for the discounts and rebates and revenue is only recognized to the extent that it is highly probable that a significant reversal will not occur.
The Group does not have any contracts where the period of time between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. Consequently, no adjustment is made to transaction prices for the time value of money.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForRecognitionOfRevenue", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2804": { "value": "Finance income comprises:
Interest income on funds invested (including on overnight and short term deposits, and financial assets at fair value through other comprehensive income);
Gains on the disposal of financial assets at fair value through other comprehensive income;
Fair value gains on financial assets at fair value through profit or loss; and
Gains on hedging instruments related to foreign currency and interest rate derivatives that are recognized in profit or loss including reclassifications of amounts previously recognized in other comprehensive income.
Interest income is recognized as it accrues in profit or loss, using the effective interest method.
Finance cost comprises:
Interest expense on borrowings;
Modification loss on tender of bonds;
Unwinding of the discount on provisions;
Interest expense related to lease obligations;
Losses on disposal of financial assets at fair value through other comprehensive income;
Fair value losses on financial assets at fair value through profit or loss;
Loss on hedging instruments related to foreign currency and interest rate derivatives that are recognized in profit or loss including reclassifications of amounts previously recognized in other comprehensive income; and
Impairment losses recognized on financial assets (other than trade receivables).
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognized in profit or loss and expensed as incurred. Foreign currency gains and losses are recognized on a net basis as either finance income or finance cost depending on whether foreign currency movements are in a net gain or net loss position.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinanceIncomeAndCostsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "p-blocktag-i2800": { "value": "Finance cost comprises:
Interest expense on borrowings;
Modification loss on tender of bonds;
Unwinding of the discount on provisions;
Interest expense related to lease obligations;
Losses on disposal of financial assets at fair value through other comprehensive income;
Fair value losses on financial assets at fair value through profit or loss;
Loss on hedging instruments related to foreign currency and interest rate derivatives that are recognized in profit or loss including reclassifications of amounts previously recognized in other comprehensive income; and
Impairment losses recognized on financial assets (other than trade receivables).
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognized in profit or loss and expensed as incurred. Foreign currency gains and losses are recognized on a net basis as either finance income or finance cost depending on whether foreign currency movements are in a net gain or net loss position.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinanceCostsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2805": { "value": "Certain Group subsidiaries provide to their employees pension plans, end of service remuneration plans and long-term service benefits. These pension plans qualify as defined contribution plans. Obligations for contributions to defined contribution plans are expensed as the related service is provided. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in future payments is available.
Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if both the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. Deferred cash plans are accrued over time as the performance conditions are satisfied.
The Group long-term employee benefits are recognized if both the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably to determine its present value. The discount rate is the yield at the balance sheet date on triple-A (\u2018AAA\u2019) credit rated bonds that have maturity dates approximating the terms of the Group's obligations. Re-measurements are recognized in profit or loss in the period in which they arise.
Employee termination benefits are payable when employment is terminated before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group recognizes termination benefits when the Group is demonstrably committed to either terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal, or when the Group is providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after balance sheet date are discounted to their present value.
During prior years, certain employees (including senior executives) of the Group receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments. The grant date fair value of equity-settled share-based payment awards granted to employees is recognized as an employee expense, with a corresponding increase in equity, over the period (the vesting period) that the employees render service and become unconditionally entitled to the awards.
The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized as an expense is based on the number of awards that meet the related service and non-market performance conditions at the vesting date. At each reporting date, the progress of non-market conditions is measured and the expenses are trued-up accordingly.
The group discontinued all shared based payment arrangements in 2025.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForEmployeeBenefitsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2806": { "value": "Employee termination benefits are payable when employment is terminated before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group recognizes termination benefits when the Group is demonstrably committed to either terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal, or when the Group is providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after balance sheet date are discounted to their present value.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTerminationBenefits", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2807": { "value": "During prior years, certain employees (including senior executives) of the Group receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments. The grant date fair value of equity-settled share-based payment awards granted to employees is recognized as an employee expense, with a corresponding increase in equity, over the period (the vesting period) that the employees render service and become unconditionally entitled to the awards.
The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized as an expense is based on the number of awards that meet the related service and non-market performance conditions at the vesting date. At each reporting date, the progress of non-market conditions is measured and the expenses are trued-up accordingly.
The group discontinued all shared based payment arrangements in 2025.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSharebasedPaymentTransactionsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2813": { "value": "Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable or receivable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. Current tax also includes any tax arising from fiscal unity restructuring and declaration of dividends. Current income tax receivable and payable are offset when there is a legally enforceable right to offset and when the current income tax relates to the same fiscal authority.
Deferred tax liabilities are recognized for all taxable temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements (\u2018balance sheet\u2019 method).
Deferred tax assets are recognized for all deductible temporary differences, unused carry-forward losses and unused carry forward tax credits, to the extent that it is probable that future taxable profit will be available against which the deferred income tax assets can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized; such reductions are reversed when the probability of future taxable profits improves.
Deferred income tax is not recognized if it arises from initial recognition of an asset or liability in a transaction that is not a business combination and at the time of the transaction it affects neither accounting nor taxable profit or loss. No deferred income tax is recognized from the initial recognition of goodwill. Also, no deferred tax is recognized from investments in subsidiaries and associates to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future.
Deferred income tax is measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date. Deferred income tax reflects uncertainty related to income taxes, if any.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax relates to the same fiscal authority.
In cases where it is concluded it is not probable that the tax authorities will accept a tax treatment, the effect of the uncertainty is reflected in the recognition and measurement of tax assets and liabilities or, alternatively, a provision is made for the amount that is expected to be settled, where this can be reasonably estimated. This assessment relies on estimates and assumptions and may involve a series of judgments about future events. New information may become available that causes the company to change its judgment regarding the adequacy of existing tax assets and liabilities. Such changes to tax assets and liabilities will impact the income tax expense in the period during which such a determination is made.
OCI has determined that the global minimum top-up tax, which is required to be paid under Pillar Two legislation, is an income tax in the scope of IAS 12. OCI has applied a temporary mandatory relief from deferred tax accounting for the impact of the top-up tax and accounts for Pillar Two taxes as a current tax when it is incurred.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIncomeTaxExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "p-blocktag-i2808": { "value": "Deferred tax liabilities are recognized for all taxable temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements (\u2018balance sheet\u2019 method).
Deferred tax assets are recognized for all deductible temporary differences, unused carry-forward losses and unused carry forward tax credits, to the extent that it is probable that future taxable profit will be available against which the deferred income tax assets can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized; such reductions are reversed when the probability of future taxable profits improves.
Deferred income tax is not recognized if it arises from initial recognition of an asset or liability in a transaction that is not a business combination and at the time of the transaction it affects neither accounting nor taxable profit or loss. No deferred income tax is recognized from the initial recognition of goodwill. Also, no deferred tax is recognized from investments in subsidiaries and associates to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future.
Deferred income tax is measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date. Deferred income tax reflects uncertainty related to income taxes, if any.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax relates to the same fiscal authority.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDeferredIncomeTaxExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2814": { "value": "An operating segment is a component of an entity that engages in business activities for which it may earn revenues and incur expenses (including from transactions with other components of the same entity), whose operating results are regularly reviewed by the entity's Chief Operating Decision Maker (\u2018CODM\u2019) to make decisions about resource allocation and to assess its performance, and for which discrete financial information is available.
The Group determines and presents operating segments on the basis of information that internally is provided to the CODM during the period. Operating segments are aggregated based on similar economic environments and similar products.
An operating segment is disclosed as reportable segment if its financial metrics exceed the quantitative thresholds of IFRS 8 or otherwise if management elects to present an operating segment as a reportable segment to maintain consistency with prior periods.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSegmentReportingExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2815": { "value": "The consolidated statement of cash flows has been prepared using the \u2018indirect\u2019 method. Cash flows in foreign currencies have been translated applying average exchange rates. Currency translation differences on cash are shown separately in the consolidated statement of cash flows. Cash flows from investing activities consist mostly of investments and divestments in property, plant and equipment, intangible assets, dividend income from investments, and acquisitions insofar as these are paid for in cash.
Proceeds from disposals of subsidiaries and other investments, and cash paid to fund the construction of the Clean Ammonia project are also presented as part of investing activities. Cash flows relating to capitalized borrowing cost are presented as cash flows from operating activities. Cash flows from financing activities consist of acquisition or divestment of non-controlling interests, dividends paid to non-controlling interests, proceeds from and repayment of borrowings, inclusive of premia or discounts, payment of lease obligations, and settlement of derivatives with the exception of interest rate derivatives which are presented as cash flows used in operating activities.
Cash flows from discontinued operations are presented separately from the cash flows from continuing operations.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForCashFlowsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2816": { "value": "Earnings per ordinary share are calculated by dividing the profit or loss (net) attributable to holders of ordinary shares by the weighted average number of ordinary shares outstanding during the year. In making this calculation the (ordinary) treasury shares are deducted from the number of ordinary shares outstanding. The calculation of the diluted earnings per share is based on the weighted average number of ordinary shares outstanding plus the potential increase as a result of the conversion of convertible bonds and the settlement of share-based compensation plans (share option plans).
Anti-dilutive effects are not included in the calculation. An adjustment is made to profit or loss (net) to eliminate interest charges, whilst allowing for effect of taxation. In 2025, the Group did not have any dilutive instruments outstanding; accordingly, diluted earning per share equals basic earning per share. In 2024, diluted earning per share calculation, it was assumed that all outstanding equity-settled share option plans would vest. The dilutive effect of equity-settled share option plans is calculated based on the number of options issued, the exercise price of these options and the average market price of ordinary shares during the period.
The difference between the number of ordinary shares issued and the number of ordinary shares that would have been issued at the average market price of ordinary shares for the period is considered as dilutive. This dilutive effect is only applied if the option has intrinsic value (i.e. is in the money).
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForEarningsPerShareExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2817": { "value": "The Group classifies non-current assets or disposal groups as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use, and a sale is considered highly probable. Non-current assets or disposal groups classified as held for sale are measured at the lower of their carrying amount and fair value less costs to sell.
Non-current assets such as deferred tax assets, assets arising from employee benefits and financial assets are specifically exempt from this measurement requirement. Depreciation and amortization on non-current assets (including those that are part of a disposal group) ceases from the date that the non-current assets (or disposal groups) meet the criteria to be classified as held for sale.
Non-current assets or all assets of disposal groups classified as held for sale are presented separately from the other assets in the statement of financial position. The liabilities of a disposal group classified as held for sale are presented separately from other liabilities in the statement of financial position.
The consolidated statement of financial position notes includes movement schedules representing the total movements associated with continuing operations, which is made up of continuing operations at the end of the reporting year and movements associated with disposal groups before they met the criteria to be classified as held for sale. Assets and liabilities held for sale are presented separately. Reference is made to note 22 Discontinued operations and assets & liabilities held for sale.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForNoncurrentAssetsOrDisposalGroupsClassifiedAsHeldForSaleExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2818": { "value": "The Group classifies a component of the business as discontinued operations if the following criteria are met: the operations and cash flows of the component can be clearly distinguished from the rest of the Group, and it represents a separate major line of the business, a separate geographical area of operations, or is included as part of a plan to dispose of a major line of business. Classification as a discontinued operation occurs at the earlier of the date of disposal or when the operation meets the criteria to be classified as held for sale.
The difference in IFRS 5 criteria applied to consider a component of the business as held for sale, compared to the criteria for discontinued operations, means that not all entities in the group are presented as both.
The results of discontinued operations are presented separately in the statement of profit or loss. When an operation is classified as discontinued operations, the comparative statement of profit or loss and other comprehensive income are re-presented as if the portion of the business had been discontinued from the start of the comparative year.
Intra-group transactions between continuing and discontinued operations are eliminated as part of the consolidated financial statements. Intra-group transactions are eliminated against discontinued operations when management determines that the arrangement is not expected to continue after the sale or disposal of the discontinued operation. Intra-group transactions are eliminated against continuing operations when management determines that the arrangement is expected to continue after the sale. These may include the purchases and sales of product in the normal course of business.
Some overhead costs, such as IT costs, personnel costs, and interest expenses, are expected to reduce after the sale of the disposal groups. To the extent that there is a legal agreement in place for overhead costs to transfer to the buyer of the disposal group, either as part of the purchase agreement or otherwise, these costs are presented as discontinued operations. All other stranded costs are presented as part of continuing operations.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDiscontinuedOperationsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2819": { "value": "On a regular basis, the IASB issues new accounting standards, amendments and revisions to existing standards and interpretations. These new accounting standards, amendments and revisions to existing standards and interpretations are subject to adoption by the European Union.
The Group has applied the following amendment to the IFRS Accounting Standards that became effective for annual periods beginning on or after 1 January 2025:
Amendment to IAS 21 \u2013 Lack of Exchangeability;
The amendments listed above did not have any impact on the amounts recognized in prior periods and are not expected to significantly affect the current or future periods.
The Group assesses for the potential impact of any new or changes to the existing IFRS Accounting standards and interpretations thereof not yet in force or not yet applicable. The following new and amended standards are not expected to have a significant impact on the Group's consolidated financial statements. These include, among others:
IFRS 19 \"Subsidiaries without Public Accountability: Disclosures\";
Amendments to IFRS 9 and IFRS 7 \"Classification and Measurement of Financial Instruments\";
Amendments to IAS 21 \"Translation to a Hyperinflationary Presentation Currency\";
And amendments to IFRS 9 and IFRS 7 \"Contracts Referencing Nature-dependent Electricity\".
Further, in 2024, the IASB published IFRS 18 \"Presentation and Disclosure in Financial Statements\". IFRS 18 introduces, among others, a defined structure of the statement of profit or loss with required subtotals, required disclosures in the financial statements for certain management defined performance measures and enhanced principles on aggregation and disaggregation which apply to the primary financial statements. The implementation date of IFRS 18 is January 1, 2027, with earlier application permitted. We will start with our impact assessment in 2026.
", "dimensions": { "concept": "ifrs-full:DisclosureOfChangesInAccountingPoliciesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2820": { "value": "The preparation of the financial statements in compliance with IFRS Accounting Standards requires management to make judgments, estimates and assumptions that affect amounts reported in the consolidated financial statements. The estimates and assumptions are based on experience and various other factors that are believed to be reasonable under the circumstances and are used to judge the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised, or the case that the changed estimates affect both the current and future periods, in both the revision period and future periods. The most critical accounting policies involve a higher degree of judgment and complexity in applying these principles and therefore changes in the assumptions and estimates could result in significantly different results than those recorded in the financial statements. The following are the critical accounting policies:
Property, plant and equipment are carried at cost less accumulated amortization and any impairment. Management makes estimates regarding the useful lives and residual values and assumes that depreciation takes place on a \u2018straight-line\u2019 basis. The assets\u2019 residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. OCI assesses annually, or more frequently, whether indicators exist that suggest that an item of property, plant and equipment might be impaired. When impairment triggers are identified, an impairment test is conducted whereby the carrying amount is compared to the recoverable amount.
In the useful life reassessment and in assessing for impairment indicators, OCI also considers the impact of its ESG targets and of relevant transition and physical climate risks, if identified for a specific country or region. Transition risks are risks associated with transitioning to a lower-carbon economy and are primarily related to cost of climate impacts, new technologies, market developments and climate litigations. See Financial implications of climate change for further information on the impact of climate risks on the Group.
In determining the recoverable amounts of property, plant and equipment, OCI makes estimates and assumptions about future cash flows based on the value in use at each reporting date. In doing so, OCI also makes assumptions and estimates regarding the discount rates and other key assumptions in order to calculate the net present value of the future cash flows generated by the cash-generating unit the property, plant and equipment relates to.
In determining the net realizable value of inventories, OCI estimates the selling prices in the ordinary course of business, cost of completion and cost to sell. In doing so, OCI makes estimates and assumptions based on current market prices, historical usage of various product categories versus current inventory levels and specific identified obsolescence risks (e.g. end of life of specific goods and spare parts and the impact of new environmental legislation).
The fair value of financial instruments traded in active markets (financial instruments in the fair value hierarchy level 1) is based on quoted market prices at the balance sheet date. The fair value of financial instruments not traded in an active market with observable market prices (financial instruments in the fair value hierarchy level 2) is determined using generally accepted valuation techniques. These valuation techniques include estimates and assumptions about forward rates, discount rates based on a single interest rate, or on a yield-curve based on market conditions existing at the balance sheet date.
The fair value of borrowings and interest rate swaps is calculated based on the present value of the estimated future cash flows based on the yield-curve applicable at the balance sheet date. If the financial instrument contains a floating interest rate, the future expected interest rates are determined based on forward rates. The fair value of forward foreign exchange contracts is determined using quoted forward exchange rates at the balance sheet date. Gas price option and gas swap contracts are valued using applicable market yield curves.
All inputs for the fair value calculations represent observable market data that are obtained from external sources that are deemed to be independent and reliable. The net carrying amount of trade receivables and trade payables is assumed to approximate the fair value due to their short-term nature. The fair value of financial instruments with no observable market prices (financial instruments in the fair value hierarchy level 3) is based on assumptions that market participants would use when pricing these assets or liabilities, including assumptions about risk. Assumptions about risk include the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and the risk inherent in the inputs to the valuation technique, including a risk adjustment when there is significant measurement uncertainty.
The fair value of non-current financial liabilities is estimated by discounting the future cash flows using original effective yield-curves. A significant and prolonged decline in the fair value of a financial asset at fair value through other comprehensive income below its acquisition cost is considered as an indicator that the financial asset at fair value through other comprehensive income is impaired.
The Group has in some cases significant contractual indemnifications to the buyers of the IFCo, Fertiglobe, Clean Ammonia and the Methanol business assets in connection with their respective sales. The measurement of these indemnification assets and liabilities are subject to significant assumptions including, as required, management's estimate of future in- or outflow. In some of the indemnified exposures, the Group does not have conduct over the claims as control was transferred as part of the sale. Therefore, the management estimates (potential) exposures resulting from such claims based on information received at irregular intervals and publicly available (financial) information. The estimations are based on most likely outcome of a claim or based on weighted probability of series of potential outcomes. Upon resolution and based on unforeseen future\u00a0developments, the Group may incur charges, which in some circumstances based on the nature of such indemnifications may be significant, in excess of the recorded amounts for such matters. Please refer to note 21 Provisions and 22 Discontinued operations and assets & liabilities held for sale for further details.
In regards to the Fertiglobe Escrow Indemnifications, the estimate of the net amount receivable or payable arising from the simultaneous settlement of the consideration held in escrow and related indemnification liabilities in connection with the sale of OCI\u2019s equity interests in Fertiglobe to ADNOC on 15 October 2024 involves significant management judgment.
Management determines the estimate using an expected value methodology. This assessment is based on management's evaluation of the range of possible outcomes, the estimated net cash inflows or outflows associated with each outcome, and management's judgment regarding the probability of each scenario.
The estimate is inherently subject to a level of estimation uncertainty. This uncertainty arises, in part, because the amount and timing of ultimate settlement of the escrow and indemnification mechanism is dependent on future events that are outside the control of the Group. For further information, please refer to note 22.4 Estimate of Fertiglobe Indemnifications and Earn-Out Mechanism.
Recognition of provisions include significant estimates, assumptions and judgments. IFRS Accounting Standards require only those provisions to be recognized if there is an expected outflow of resources and if the cost of these outflows can be estimated reliably. Accordingly, management exercises considerable judgment in determining whether it is more likely than not that there is a present obligation as a result of a past event at the end of the reporting period, whether it is probable that there will be an outflow of resources and whether the amount of the obligation can be reliably estimated. Exposures for which the outflow/inflow of resources is less likely than not or those that cannot be reliably estimated are disclosed as contingent liabilities/assets, unless the likelihood is considered remote. These judgments are subject to change as new information becomes available. The required amount of a provision may change in the future due to new developments related to the matter. Revisions to estimates may significantly impact future profit or loss. Upon resolution, the Group may incur charges in excess of the recorded provisions for such matters.
Provisions for asset retirement obligations represent estimated costs of decommissioning. Due to the long time period over which future cash outflows are expected to occur, including the respective interest accretion, the recognition and measurement of these provisions is subject to assumptions. Amongst others, the estimated cash outflows could alter significantly if, and when, political developments affect future laws and regulations with respect to asset retirements. The Group has not recognized any asset retirement obligations because a reliable estimate of the amount of the obligations cannot be made. With respect to legal cases, the Group has to estimate the outcome. Regulatory and legal proceedings as well as government investigations often involve complex legal issues and are subject to substantial uncertainties. The Company periodically reviews the status of these proceedings with both the internal and external legal counsels. Please refer to note 21 Provisions and 29 Contingencies for further details.
The Group is subject to income taxes in several jurisdictions. Estimates are required in determining the Group-wide provision for income taxes. There are some transactions and calculations for which the ultimate tax position is uncertain during the ordinary course of business. The Group recognizes provisions for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from amounts that were initially recorded, such differences will impact the current income tax and deferred tax provisions in the period in which such determination is made. The Group recognizes deferred tax assets to the extent that it is probable that future taxable profits will be available for the deferred tax asset to be recovered.
This is based on estimates of taxable future income by jurisdiction in which the Group operates and the period over which deferred tax assets are expected to be recoverable. In the event that actual results or new estimates differ from previous estimates and depending on the possible tax strategies that may be implemented, changes to the recognition of deferred tax assets may be required, which could impact the financial position and profit or loss.
In relation to Fertiglobe in 2024, estimates were also required to determine the impact of the Pillar Two legislation as the Pillar Two income taxes are closely linked to the provision of income taxes and the final outcome of tax audits for which an uncertain tax position is recognized.
The assessment of whether a contract is, or contains, a lease requires judgment with respect to whether the lessor has substantive substitution rights, the party that obtains economic benefits from use of the asset and the party responsible for making the \u2018how and for what purpose\u2019 decisions during the period of use. Judgment is also applied in order to assess whether the entity will exercise any extension or cancellation options of a lease. The group applies judgments in order to determine the incremental borrowing rate in order to calculate the lease liabilities.
OCI periodically reviews its obligations with respect to CO2 emissions under the ETS program. The estimation of CO2 emissions is primarily based on the expected utilization of the production capacity for the remaining part of the compliance period. The estimation of the utilization of the production capacity is dependent on a number of assumptions with inherent uncertainty making it a critical accounting estimate. The identification of the number of excess EUAs is dependent on this estimate.
OCI faces moderate risks and opportunities as a result of climate change and governmental actions to reduce greenhouse gas (GHG) emissions and create low-carbon and climate-resilient economies. Refer to section Our strategy and Strategic risks for a description of these risks and opportunities.
OCI is exposed to certain physical risks caused by rising global temperatures, such as extreme weather events and rising sea levels, and transition risks associated with shifting to a lower-carbon economy, such as changes in government regulations and costs for transitioning to lower emissions and higher resource efficiency technologies. The Group also monitors for shifting market dynamics and potential opportunities from changing consumer sentiment or government environmental regulations. These risks and opportunities are integrated in the Group's risk management and strategy development processes, resulting in a decarbonization strategy.
Following our strategic review and divestment of several facilities, OCI\u2019s previous climate mitigation targets are under review as the material structure of our business has changed. At our remaining facilities, OCI is continuing with its decarbonization plans and pursuing our goal of achieving carbon neutrality by 2050.
OCI makes certain estimates and assumptions of the impact of climate risks on its future. Changes to these assumptions may influence the carrying amounts of assets and liabilities due to, among others, future re-assessment of useful lives of tangible or intangible assets, changed assumptions used as basis for impairment testing of such assets, changes to environmental and decommission provisions, and changes to cost of capital. Significant judgment may be needed to develop these estimates.
The carrying value of the property, plant and equipment included in the continuing operations primarily relate to the capitalized cost associated with the major maintenance activities (also referred to as turnarounds) which in general have a 3-4 year cycle. \u00a0As such, the assets included in continuing operations\u00a0have\u00a0an average useful life of approximately 4 \u2013 7 years. As result of the depreciation and investment policy applied, the financial implications of climate change are being considered at each turn around cycle thereby reducing the risk of identifying impairments as a result of climate change risk at the reporting date. Accordingly, for the year ended 31 December 2025, OCI did not identify any changes to the carrying value of assets or liabilities associated with climate change transition risks.
In addition, the introduction of Carbon Border Adjustment Mechanism ('CBAM') is not expected to have any significant negative implication on continuing operations.
The Group presents segments of the business as held for sale from the moment that the IFRS 5 criteria are met. The timing of this determination impacts the depreciation expense recorded in the Group, as depreciation ceases from the moment the segment is considered held for sale. The assessment of whether the IFRS 5 criteria are met requires judgment. Specifically, the Group considers this criterion that the sale is highly probable to be met if there is a binding sale agreement signed between the parties and no material impediments expected to closing.
The measurement of the financial liability to fund the remaining costs to the account of OCI for the construction of the Clean Ammonia project is subject to estimation uncertainty and is a key judgment from management. OCI develops its estimate on the volume and timing of costs based on the overall project budget, agreements between BNA and its subcontractors, and knowledge of project planning. Key estimates which have an impact on the valuation of the liability include estimates of remaining construction costs and the timing of these cash flows.
The liability further includes OCI\u2019s best estimate of the cost required to close out any contractual obligations which arise as part of the agreements with Woodside, including liquidated damages, construction subcontractor and insurance claims, and certain indemnities. Management determines its best estimate for future contractual outflows based on its judgment on the probability of various scenarios occurring.
", "dimensions": { "concept": "ifrs-full:DisclosureOfAccountingJudgementsAndEstimatesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2821": { "value": "The fair value of financial instruments traded in active markets (financial instruments in the fair value hierarchy level 1) is based on quoted market prices at the balance sheet date. The fair value of financial instruments not traded in an active market with observable market prices (financial instruments in the fair value hierarchy level 2) is determined using generally accepted valuation techniques. These valuation techniques include estimates and assumptions about forward rates, discount rates based on a single interest rate, or on a yield-curve based on market conditions existing at the balance sheet date.
The fair value of borrowings and interest rate swaps is calculated based on the present value of the estimated future cash flows based on the yield-curve applicable at the balance sheet date. If the financial instrument contains a floating interest rate, the future expected interest rates are determined based on forward rates. The fair value of forward foreign exchange contracts is determined using quoted forward exchange rates at the balance sheet date. Gas price option and gas swap contracts are valued using applicable market yield curves.
All inputs for the fair value calculations represent observable market data that are obtained from external sources that are deemed to be independent and reliable. The net carrying amount of trade receivables and trade payables is assumed to approximate the fair value due to their short-term nature. The fair value of financial instruments with no observable market prices (financial instruments in the fair value hierarchy level 3) is based on assumptions that market participants would use when pricing these assets or liabilities, including assumptions about risk. Assumptions about risk include the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and the risk inherent in the inputs to the valuation technique, including a risk adjustment when there is significant measurement uncertainty.
The fair value of non-current financial liabilities is estimated by discounting the future cash flows using original effective yield-curves. A significant and prolonged decline in the fair value of a financial asset at fair value through other comprehensive income below its acquisition cost is considered as an indicator that the financial asset at fair value through other comprehensive income is impaired.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFairValueMeasurementExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i2822": { "value": "The Group has exposure to credit, liquidity and market risks from financial instruments. These risks arise from exposures that occur in the normal course of business and are managed on a consolidated company basis.
This note presents information about the Group's exposure to each of the above risks, the Group's objectives, policies and processes for measuring and managing these risks. Additionally, it also includes the Group's management of capital.
The Board of Directors has oversight responsibility for the establishment and monitoring of the Group's risk management framework. Senior (local) management is responsible for the effective operation of the internal risk management and control systems.
The Audit and Risk department facilitates and supervises the Risk Management function, ensuring compliance with OCI Internal Control Framework and supporting the Board of Directors in fulfilling their risk management responsibilities.
The Group's risk management policies and practices are established to identify and analyze the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. These policies and systems are reviewed regularly to reflect changes in market conditions and business activities, and the Group's strategic direction, including developments arising from the ongoing strategic review and portfolio adjustments.
The Group, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and responsibilities in risk management.
The Audit Committee oversees how management monitors compliance with the Group's risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the Group's evolving risk profile.
The Audit Committee is assisted in its oversight role by the Audit and Risk department, which undertakes both regular and ad hoc reviews of risk management controls and procedures, reporting its findings to the Audit Committee.
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations. This arises principally from the Group's receivables from trade and other receivables, and from outstanding cash balances with banks.
The Group's exposure to customer credit risk is monitored and mitigated by performing credit checks before selling any goods. The Group may contract specific credit insurance for certain receivables. Customers are typically billed after the goods have been delivered or the services have been performed. Customary payment terms for the Group's receivables is 30 days. In certain instances, the Group receives upfront payment for services and recognizes deferred revenue. The Group establishes an allowance, if needed, for impairment that represents its estimate of expected losses in respect of trade and other receivables.
IFRS 9 establishes a three-stage impairment model, based on whether there has been a significant increase in the credit risk of a financial asset since its initial recognition. As at 31 December 2025, management concluded no such significant increase in credit risk was present. Hence, the expected credit loss on instruments is calculated based on Stage 1 (i.e. 12-month expected credit losses). The Group has determined that expected credit losses on financial assets is immaterial as at 31 December 2025.
The Group was exposed to credit risk on the USD 464.3 million deferred consideration from the sale of Clean Ammonia. This amount reflects the present value of the deferred consideration, discounted to the reporting date. This receivable was settled upon handover of the BNA project to Woodside on 25 March 2026. Please refer to note 33 Subsequent events for further details.
The Group is party to a securitization agreement to sell certain trade receivables to an external financial institution. The agreement permits securitization of trade receivables up to USD 117.4 million (EUR 100.0 million). As per 31 December 2025 an amount of USD 107.3 million (EUR 91.4 million) of trade receivables were transferred.
With respect to transactions with financial institutions, the Group sets a minimum credit rating for counterparties. The maximum exposure to credit risk is the carrying amount of financial instruments, for an overview, reference is made to the tables below. There is no significant concentration by counterparty of credit risk in trade and other receivables. All banks holding deposits have an investment grade credit rating.
As at 31 December 2025, the outstanding cash balance is limited. In 2024, OCI increased its exposure limit with top tier banks in order to accommodate deposits for a large surplus cash balance as a result of the sale of IFCO, Fertiglobe and Clean Ammonia. Concentrations of receivables by region can be seen in the table below.
The maximum exposure to credit risk at the reporting date is as follows:
$ millions | Note | 2025 | 2024 |
|---|---|---|---|
Trade and other receivables (excl. Deferred consideration from sale of Clean Ammonia) | (9) | 207.5 | 211.2 |
Deferred consideration from sale of Clean Ammonia | (9) | 464.3 | 447.9 |
Cash and cash equivalents | (14) | 17.9 | 2,052.9 |
Total | \u00a0 | 689.7 | 2,712.0 |
The maximum exposure to credit risk for trade and other receivables by geographic region is as follows:
$ millions | 2025 | 2024 |
|---|---|---|
Middle East and Africa | 2.9 | 12.9 |
Asia and Oceania | 0.4 | 1.7 |
Europe | 200.9 | 152.4 |
Americas | 3.3 | 44.2 |
Total | 207.5 | 211.2 |
The maximum exposure to credit risk for cash and cash equivalents by geographic region is as follows:
$ millions | 2025 | 2024 |
|---|---|---|
Asia and Oceania | 0.1 | 0.1 |
Europe | 17.1 | 2,024.5 |
Americas | 0.7 | 28.3 |
Total | 17.9 | 2,052.9 |
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset.
The future obligations will be managed by the future incoming cash from operations and divestments, cash and cash equivalents of USD 17.9 million (2024: USD 2,052.9 million) and unused amounts on credit facility agreements in the amount of USD 600.0 million (2024: USD 600.0 million), reference is made to note 18' Undrawn bank facilities'.
The Group's approach to managing liquidity risk is to ensure that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation.
The securitization of trade receivables is one mechanism used to manage the Group's liquidity risk. This is also safeguarded by using multiple financial institutions in order to mitigate any concentration of liquidity risk. The Group also makes use of inventory financing facility at OCI Nitrogen to manage its liquidity. As a result of the strategic reorientation and the simplification of the organizational structure, the financing strategy of the Group has become more decentralized which maximizes the flexibility to divest operating companies.
The liquidity risk is monitored internally at Group level. On an ongoing basis, the Group prepares liquidity forecasts to verify whether the Group is able to meet its future debt obligations. The Group has also carefully evaluated the funding of its business plan for at least the next 12 months from the date of issuance of the financial statements and has applied sensitivities to the forecast level of liquidity headroom available. Key assumptions include timing of proceeds from divestments, timing of settlement of indemnification liabilities and provisions, product pricing, natural gas pricing, utilization rates, and estimated corporate costs. Management has applied these assumptions to the forecasts, which would leave sufficient liquidity headroom. Refer to note 2.2 Going concern and note 18 Loans and borrowings of the notes to the consolidated financial statements for the Group's analyses of going concern and debt covenants, respectively.
The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.
31 December 2025 | Note | Carrying amount | Contractual cash flow | Less than 1 year | Between 1 and 5 years | More than 5 years |
|---|---|---|---|---|---|---|
Financial liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Loans and borrowings | (18) | 62.0 | 63.5 | 63.5 | - | - |
Lease obligations | (19) | 93.3 | 94.3 | 10.5 | 25.6 | 58.2 |
Trade and other payables | (20) | 435.0 | 435.0 | 435.0 | - | - |
Derivatives | (20) | 7.8 | 7.8 | 7.8 | - | - |
Total | \u00a0 | 598.1 | 600.6 | 516.8 | 25.6 | 58.2 |
31 December 2024 | Note | Carrying amount | Contractual cash flow | Less than 1 year | Between 1 and 5 years | More than 5 years |
|---|---|---|---|---|---|---|
Financial liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Loans and borrowings | (18) | 682.1 | 1,032.3 | 130.8 | 201.0 | 700.5 |
Lease obligations | (19) | 121.6 | 125.1 | 19.4 | 53.4 | 52.3 |
Trade and other payables | (20) | 848.2 | 847.8 | 847.9 | (0.1) | - |
Derivatives | (20) | 20.8 | 19.4 | 18.5 | 0.9 | - |
Total | \u00a0 | 1,672.7 | 2,024.6 | 1,016.6 | 255.2 | 752.8 |
The interest on floating rate loans and borrowings is based on forward interest rates at period-end. This interest rate may change as the market interest rate changes.
Upon closure of the MetCo transaction on 27 June 2025, the Company launched the formal tender process to settle the 2033 Bonds. The loan was repaid in full for USD 664.5\u00a0million plus USD 15.7\u00a0million of accrued interest on 7 August 2025.
On 23 February 2024, OCI N.V. executed a EUR 400.0 million bridge loan facility, bearing interest at a rate of EURIBOR + 0.85%. The proceeds were used to partially repay the OCI N.V. Revolving Credit Facility. The bridge loan was repaid in full in August 2024;
On 29 August 2024, OCI closed on the sale of IFCO to Koch. As part of the sale, the bonds outstanding by IFCO were defeased and removed from IFCO's balance sheet on the date of closing;
In August 2024 after the closing of the sale of IFCO, OCI repaid USD 581.8 million of principal and interest on the revolving credit facility, which remains undrawn as of 31 December 2024;
On 15 October 2024, both the EUR and USD 2025 bonds issued by OCI N.V. became callable at par. On this date, OCI N.V. redeemed these bonds in full. The total redemption amount paid, which is made up of principal and accrued interest, was EUR 366.5 million (USD 399.1 million) and USD 295.0 million, respectively.\u00a0
On 12 December 2024, OCI N.V. reduced the maximum commitment on its revolving credit facility from USD 1,100.0 million to USD 600.0 million. This reduction results in lower commitment fees going forward on the unused portion of the facility.
For an overview of all loans and borrowings, reference is made to note 18 Loans and borrowings.
Market risk is the risk of changes in market prices, such as foreign exchange rates, interest rates, commodity prices and equity prices that will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.
The Group is exposed to foreign currency risk arising in separate ways:
The Group entities predominantly execute their activities in their respective functional currencies. The Group is however exposed to foreign exchange transaction risk when Group entities enter into foreign currency denominated transactions. The Group monitors the exposure to foreign currency risk arising from operating activities and enters selectively into foreign exchange contracts to hedge foreign currency exposures. The nominal amount of the foreign currency derivatives outstanding used to hedge transaction risk as per 31 December 2025 was nil (2024: USD -3.6 million) and relates to the USD exposure of the Group (on Euro currencies). The functional currencies of the continuing operations of the Group is primarily the Euro.
The Group is exposed to the translation of foreign currency denominated monetary assets and liabilities. These exposures are managed by the Group's treasury function, which may hedge a portion of the foreign currency exposures estimated to arise in the foreseeable future.
The Group is exposed to foreign exchange fluctuations through monetary items denominated in foreign currencies other than the relevant functional currency and intercompany balances.
The summary of this exposure is as follows:
31 December 2025 | USD | EUR |
|---|---|---|
Trade and other receivables | 559.7 | - |
Trade and other receivables - Intercompany | 280.9 | - |
Trade and other payables | (267.9) | - |
Trade and other payables - Intercompany | (242.8) | - |
Loans and borrowings - Intercompany | (105.2) | (6.5) |
Cash and cash equivalents | 2.1 | - |
31 December 2024 | USD | EUR |
|---|---|---|
Trade and other receivables | 504.9 | - |
Trade and other receivables - Intercompany | 346.4 | 85.0 |
Trade and other payables | (660.4) | - |
Trade and other payables - Intercompany | (156.6) | - |
Loans and borrowings | (605.2) | - |
Loans and borrowings - Intercompany | (19.9) | (104.6) |
Cash and cash equivalents | 2,022.7 | - |
The Group's risk management strategy is to hedge the spot foreign exchange risk on net investments in foreign operations. The risk management objective is to reduce foreign exchange results on net investments in USD.
In 2024, the Group decommissioned its net investment hedge as part of a change in its risk management objective, following the repayment of certain loan facilities and the sale of specific USD-denominated investments in subsidiaries. In 2025, a portion of the net investment hedge was realized upon the sale of the Methanol business.
The hedge relationship previously recognized was a hedge of the foreign currency exposures on net investment in foreign operations in USD. The hedge relationship was designated at the level of the Group for the purpose of the consolidated financial statements. The hedged items were all operational USD foreign operations of the Group. To comply with the risk management policy, the hedge ratio was based on hedging the spot rate foreign currency exposure of USD foreign operations with hedging instruments with same or lower notional amount. This resulted in a hedge ratio of 1:1 or 100%.
$ millions | Note | 2025 | 2024 |
|---|---|---|---|
Changes in fair value of hedging instruments carrying amount | \u00a0 | - | 18.6 |
Realization of net investment hedge | (22) | 37.9 | 92.5 |
Cumulative amount recognized1 | \u00a0 | 0.8 | (37.2) |
The following significant exchange rates applied during the year against the US dollar:
| \u00a0 | Average 2025 | Average 2024 | Closing 2025 | Closing 2024 |
|---|---|---|---|---|
Euro | 1.1304 | 1.0818 | 1.1736 | 1.0349 |
The exposure of the group to foreign exchange rate changes is primarily with entities in the group with a EUR functional currency holding USD balances. The Group's exposure to foreign currency changes for all other currencies is not material.
The following tables demonstrate the sensitivity to a reasonably possible change in USD exchange rate to increase or (decrease) against the EUR. During 2025, the average fluctuation of EUR vs. USD was 8%. As at 31 December 2025, if the US dollar had weakened / strengthened by 8% against the Euro with all other variables held constant, the translation of cash and cash equivalents, foreign currency receivables, payables, and loans and borrowings would have resulted in an increase / decrease of USD 17.6 million of the profit of the year.
31 December 2025 | Change in FX rate | Direct effect on profit before tax | Direct effect on equity |
|---|---|---|---|
EUR - USD | 8 percent | 17.6 | - |
| \u00a0 | (8) percent | (17.6) | - |
31 December 2024 | Change in FX rate | Direct effect on profit before tax | Direct effect on equity |
|---|---|---|---|
EUR - USD | 6 percent | 106.5 | - |
| \u00a0 | (6) percent | (106.5) | - |
The figures in the above overview are determined based on the currency volatility of the respective years. As at 31 December 2025, a significant part of the Group's exposure to foreign currency transaction risk relates to working capital and intercompany balances.
The Group's cash flow interest rate risks arise from the exposure to variability in future cash flows of floating rate financial instruments and refinancing fixed rate borrowings. The Group regularly reviews its exposure to the global interest rate environment.
The Group analyses its interest rate exposure on a dynamic basis. The Group calculates the impact on profit or loss of a defined interest rate shift. The same interest rate shift is used for all currencies. The assumed movement in basis points for the interest rate sensitivity analysis is based on the currently observable market data, showing a higher volatility compared to prior years. The interest rate sensitivity calculation is based on the interest-bearing liabilities. With all other variables held constant, the Group's profit before tax is affected through the impact on floating rate borrowings plus refinancing of fixed rate borrowings.
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of borrowings affected:
$ millions | In basis points | 2025 | 2024 |
|---|---|---|---|
Effect on profit before tax for the coming year | + 200 bps | (1.3) | (1.7) |
Effect on profit before tax for the coming year | - 200 bps | 1.3 | 1.7 |
Natural gas is one of the primary raw materials used in the Group's production processes. The Group is exposed to natural gas price commodity risk for those entities that buy natural gas at spot prices.
Management monitors the development of gas prices and products\u2019 selling prices on a daily basis using external historical and forecast market data provided by several data vendors. Management analyzes the potential profit margin per product based on this data in order to make operational and hedging decisions.
For the entities that are impacted by changes in natural gas prices during 2025, a change in the average natural gas prices by USD 1 per MMBtu would impact the total annual cost of sales by USD 30.4 million (2024: USD 27.8 million), excluding the impact of hedges.
As of 31 December 2025, the continuing operations of the Group held some gas hedge contracts carried over from the sale of the Methanol business. These positions are measured at fair value through profit or loss. The total outstanding gas hedges in MMBtu as at 31 December 2025 are:
\u2022 Options (delta equivalent): nil (31 December 2024: 7.3\u00a0million)
\u2022 Flat priced contracts: 32.4\u00a0million (31 December 2024: nil)
These hedges have been settled subsequent to the year-end. Please refer to note 33 Subsequent events for details.
In 2025, the Group generated additional liquidity by selling EUAs to the market. This generated total net proceeds of USD 38.9\u00a0million resulted from the sale. Included in the net proceeds received, a gross amount of USD 38.9 million was recognized in cost of sales related to the sale of excess EUAs.
On 27 June 2025, the Group received approximately 9.9 million shares in Methanex Corporation as part of the consideration for the disposal of the Methanol business. The investment is classified as an equity instrument designated at fair value through other comprehensive income (\"FVOCI\") on initial recognition. The shares are measured at fair value based on quoted market prices in an active market. Accordingly, the Group is exposed to fair value risk arising from fluctuations in the quoted market price of Methanex Corp's shares. A reasonably possible change in the share price at the reporting date would have increased/(decreased) the equity attributable to the owners of the Company by the amounts shown below. The sensitivity analysis has been prepared assuming that all other variables remain constant and reflects the impact of changes in the quoted market price of the shares as at 31 December 2025:
$ millions | Change in share price | 2025 |
|---|---|---|
Effect on equity attributable to owners of the Company | USD 1 per share | 9.9 |
Effect on equity attributable to owners of the Company | USD (1) per share | (9.9) |
Subsequent to the year-end, OCI through two separate block sale transactions sold approximately 5.3 million Methanex shares for net proceeds of USD 287.9 million. Please refer to note 33 Subsequent events for further details.
The following table presents the various categories of financial instruments:
31 December 2025 | Note | Loans and receivables / payables at amortized cost | Derivatives at fair value | Financial assets at fair value through profit and loss | Financial assets at fair value through other comp. income |
|---|---|---|---|---|---|
Assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Trade and other receivables | (9) | 194.2 | 0.2 | 464.3 | - |
Financial assets at fair value through other comprehensive income | (11) | - | - | - | 400.1 |
Cash and cash equivalents | (14) | 17.9 | - | - | - |
Total | \u00a0 | 212.1 | 0.2 | 464.3 | 400.1 |
Liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Loans and borrowings | (18) | 62.0 | - | - | - |
Trade and other payables | (20) | 513.7 | 7.8 | - | - |
Total | \u00a0 | 575.7 | 7.8 | - | - |
The Group has financial instruments carried at fair value.
As at 31 December 2025, the fair value of the shares in Methanex Corp. was USD 395.0\u00a0million. Reference is made to note 11 Financial assets at fair value through other comprehensive income.
The fair value of the investments in Methanex Corp and Orascom Construction, measured as fair value through other comprehensive income, are categorized as level 1 as the fair value is evidenced by a quoted share price.
For derivative financial instruments, the fair value is calculated within hierarchy category level 2.
The Group measures the deferred consideration from the sale of Clean Ammonia as fair value through profit or loss. The fair value is calculated on a discounted basis. In 2024, this asset was categorized as level 3 as the estimated payment date was a significant unobservable input. In 2025, this asset is categorized as level 2 as given the advanced stage of completion, the estimated payment date is no longer a significant input. The deferred consideration is discussed further in note 9 Trade and other receivables.
31 December 2024 | Note | Loans and receivables / payables at amortized cost | Derivatives at fair value | Financial assets at fair value through profit and loss | Financial assets at fair value through other comp. income |
|---|---|---|---|---|---|
Assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Trade and other receivables | (9) | 189.5 | 2.4 | 447.9 | - |
Financial assets at fair value through other comprehensive income | (11) | - | - | - | 3.4 |
Cash and cash equivalents | (14) | 2,052.9 | - | - | - |
Total | \u00a0 | 2,242.4 | 2.4 | 447.9 | 3.4 |
Liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Loans and borrowings | (18) | 682.1 | - | - | - |
Trade and other payables | (20) | 936.5 | 20.8 | - | - |
Total | \u00a0 | 1,618.6 | 20.8 | - | - |
In 2025 and 2024, there were no transfers between the fair value hierarchy categories. The fair value of loans and borrowings and receivables are disclosed in notes 18 Loans and borrowings and 9 Trade and other receivables, respectively.
The Board's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence. Capital primarily comprises ordinary share capital and retained earnings.
The Group has outstanding obligations, and in some cases material indemnifications arising from prior divestments. Accordingly, the Board is focused on ensuring that the capital base remains sufficient to support continuing operations, settle current obligations and potential indemnifications, and complete the ongoing strategic review.
The Group expects to receive in 2026 material cash inflows. The Group completed the sale of Ammonia distribution business to AGROFERT, a.s. on 31 March 2026, resulting in EUR 290.0 million (USD 340.3 million) of gross cash proceeds before customary closing adjustments and the closure of OAD's inventory financing and securitization programs. Further, the Group expects a net cash inflow from Clean Ammonia of USD approximately 242.4 million in 2026, being the net of USD 470.0 million in deferred consideration already settled and the USD 227.6 million of estimated remaining cash outflows to fund construction costs and to settle OCI's remaining contractual obligations on the Clean Ammonia project. These net proceeds are intended to be applied primarily toward the settlement of the current obligations, including corporate costs, and held as a reserve for potential future claims under the indemnifications provided.
The Group is required to maintain certain capital requirements, in order to maintain its access to loan facilities undrawn at year-end.
Upon closure of the MetCo transaction on 27 June 2025, the Company launched the formal tender process to settle the 2033 Bonds. The loan was repaid in full for USD 664.5\u00a0million plus USD 15.7\u00a0million of accrued interest on 7 August 2025. Refer to note 18 Loans and borrowings.
On 7 May 2025, OCI N.V. made an extraordinary distribution of USD 1,000\u00a0million through both repayment of capital and an extraordinary dividend. OCI N.V. paid a distribution of USD 698.3\u00a0million on 3 September 2025 through both a repayment of capital and an extraordinary dividend.
The Group's net debt / (cash) to equity ratio at the reporting date was as follows:
$ millions | Note | 31 December 2025 | 31 December 2024 |
|---|---|---|---|
Loans and borrowings | (18) | 62.0 | 682.1 |
Less: cash and cash equivalents | \u00a0 | 17.9 | 2,052.9 |
Net cash | \u00a0 | 44.1 | (1,370.8) |
Total equity | \u00a0 | 1,074.8 | 2,246.8 |
Net cash to equity ratio | \u00a0 | 0.04 | (0.61) |
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations. This arises principally from the Group's receivables from trade and other receivables, and from outstanding cash balances with banks.
The Group's exposure to customer credit risk is monitored and mitigated by performing credit checks before selling any goods. The Group may contract specific credit insurance for certain receivables. Customers are typically billed after the goods have been delivered or the services have been performed. Customary payment terms for the Group's receivables is 30 days. In certain instances, the Group receives upfront payment for services and recognizes deferred revenue. The Group establishes an allowance, if needed, for impairment that represents its estimate of expected losses in respect of trade and other receivables.
IFRS 9 establishes a three-stage impairment model, based on whether there has been a significant increase in the credit risk of a financial asset since its initial recognition. As at 31 December 2025, management concluded no such significant increase in credit risk was present. Hence, the expected credit loss on instruments is calculated based on Stage 1 (i.e. 12-month expected credit losses). The Group has determined that expected credit losses on financial assets is immaterial as at 31 December 2025.
The Group was exposed to credit risk on the USD 464.3 million deferred consideration from the sale of Clean Ammonia. This amount reflects the present value of the deferred consideration, discounted to the reporting date. This receivable was settled upon handover of the BNA project to Woodside on 25 March 2026. Please refer to note 33 Subsequent events for further details.
The Group is party to a securitization agreement to sell certain trade receivables to an external financial institution. The agreement permits securitization of trade receivables up to USD 117.4 million (EUR 100.0 million). As per 31 December 2025 an amount of USD 107.3 million (EUR 91.4 million) of trade receivables were transferred.
With respect to transactions with financial institutions, the Group sets a minimum credit rating for counterparties. The maximum exposure to credit risk is the carrying amount of financial instruments, for an overview, reference is made to the tables below. There is no significant concentration by counterparty of credit risk in trade and other receivables. All banks holding deposits have an investment grade credit rating.
As at 31 December 2025, the outstanding cash balance is limited. In 2024, OCI increased its exposure limit with top tier banks in order to accommodate deposits for a large surplus cash balance as a result of the sale of IFCO, Fertiglobe and Clean Ammonia. Concentrations of receivables by region can be seen in the table below.
The maximum exposure to credit risk at the reporting date is as follows:
$ millions | Note | 2025 | 2024 |
|---|---|---|---|
Trade and other receivables (excl. Deferred consideration from sale of Clean Ammonia) | (9) | 207.5 | 211.2 |
Deferred consideration from sale of Clean Ammonia | (9) | 464.3 | 447.9 |
Cash and cash equivalents | (14) | 17.9 | 2,052.9 |
Total | \u00a0 | 689.7 | 2,712.0 |
The maximum exposure to credit risk for trade and other receivables by geographic region is as follows:
$ millions | 2025 | 2024 |
|---|---|---|
Middle East and Africa | 2.9 | 12.9 |
Asia and Oceania | 0.4 | 1.7 |
Europe | 200.9 | 152.4 |
Americas | 3.3 | 44.2 |
Total | 207.5 | 211.2 |
The maximum exposure to credit risk for cash and cash equivalents by geographic region is as follows:
$ millions | 2025 | 2024 |
|---|---|---|
Asia and Oceania | 0.1 | 0.1 |
Europe | 17.1 | 2,024.5 |
Americas | 0.7 | 28.3 |
Total | 17.9 | 2,052.9 |
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset.
The future obligations will be managed by the future incoming cash from operations and divestments, cash and cash equivalents of USD 17.9 million (2024: USD 2,052.9 million) and unused amounts on credit facility agreements in the amount of USD 600.0 million (2024: USD 600.0 million), reference is made to note 18' Undrawn bank facilities'.
The Group's approach to managing liquidity risk is to ensure that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation.
The securitization of trade receivables is one mechanism used to manage the Group's liquidity risk. This is also safeguarded by using multiple financial institutions in order to mitigate any concentration of liquidity risk. The Group also makes use of inventory financing facility at OCI Nitrogen to manage its liquidity. As a result of the strategic reorientation and the simplification of the organizational structure, the financing strategy of the Group has become more decentralized which maximizes the flexibility to divest operating companies.
The liquidity risk is monitored internally at Group level. On an ongoing basis, the Group prepares liquidity forecasts to verify whether the Group is able to meet its future debt obligations. The Group has also carefully evaluated the funding of its business plan for at least the next 12 months from the date of issuance of the financial statements and has applied sensitivities to the forecast level of liquidity headroom available. Key assumptions include timing of proceeds from divestments, timing of settlement of indemnification liabilities and provisions, product pricing, natural gas pricing, utilization rates, and estimated corporate costs. Management has applied these assumptions to the forecasts, which would leave sufficient liquidity headroom. Refer to note 2.2 Going concern and note 18 Loans and borrowings of the notes to the consolidated financial statements for the Group's analyses of going concern and debt covenants, respectively.
The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.
31 December 2025 | Note | Carrying amount | Contractual cash flow | Less than 1 year | Between 1 and 5 years | More than 5 years |
|---|---|---|---|---|---|---|
Financial liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Loans and borrowings | (18) | 62.0 | 63.5 | 63.5 | - | - |
Lease obligations | (19) | 93.3 | 94.3 | 10.5 | 25.6 | 58.2 |
Trade and other payables | (20) | 435.0 | 435.0 | 435.0 | - | - |
Derivatives | (20) | 7.8 | 7.8 | 7.8 | - | - |
Total | \u00a0 | 598.1 | 600.6 | 516.8 | 25.6 | 58.2 |
31 December 2024 | Note | Carrying amount | Contractual cash flow | Less than 1 year | Between 1 and 5 years | More than 5 years |
|---|---|---|---|---|---|---|
Financial liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Loans and borrowings | (18) | 682.1 | 1,032.3 | 130.8 | 201.0 | 700.5 |
Lease obligations | (19) | 121.6 | 125.1 | 19.4 | 53.4 | 52.3 |
Trade and other payables | (20) | 848.2 | 847.8 | 847.9 | (0.1) | - |
Derivatives | (20) | 20.8 | 19.4 | 18.5 | 0.9 | - |
Total | \u00a0 | 1,672.7 | 2,024.6 | 1,016.6 | 255.2 | 752.8 |
The interest on floating rate loans and borrowings is based on forward interest rates at period-end. This interest rate may change as the market interest rate changes.
Upon closure of the MetCo transaction on 27 June 2025, the Company launched the formal tender process to settle the 2033 Bonds. The loan was repaid in full for USD 664.5\u00a0million plus USD 15.7\u00a0million of accrued interest on 7 August 2025.
On 23 February 2024, OCI N.V. executed a EUR 400.0 million bridge loan facility, bearing interest at a rate of EURIBOR + 0.85%. The proceeds were used to partially repay the OCI N.V. Revolving Credit Facility. The bridge loan was repaid in full in August 2024;
On 29 August 2024, OCI closed on the sale of IFCO to Koch. As part of the sale, the bonds outstanding by IFCO were defeased and removed from IFCO's balance sheet on the date of closing;
In August 2024 after the closing of the sale of IFCO, OCI repaid USD 581.8 million of principal and interest on the revolving credit facility, which remains undrawn as of 31 December 2024;
On 15 October 2024, both the EUR and USD 2025 bonds issued by OCI N.V. became callable at par. On this date, OCI N.V. redeemed these bonds in full. The total redemption amount paid, which is made up of principal and accrued interest, was EUR 366.5 million (USD 399.1 million) and USD 295.0 million, respectively.\u00a0
On 12 December 2024, OCI N.V. reduced the maximum commitment on its revolving credit facility from USD 1,100.0 million to USD 600.0 million. This reduction results in lower commitment fees going forward on the unused portion of the facility.
For an overview of all loans and borrowings, reference is made to note 18 Loans and borrowings.
", "dimensions": { "concept": "ifrs-full:DisclosureOfLiquidityRiskExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i3035": { "value": "Market risk is the risk of changes in market prices, such as foreign exchange rates, interest rates, commodity prices and equity prices that will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.
The Group is exposed to foreign currency risk arising in separate ways:
The Group entities predominantly execute their activities in their respective functional currencies. The Group is however exposed to foreign exchange transaction risk when Group entities enter into foreign currency denominated transactions. The Group monitors the exposure to foreign currency risk arising from operating activities and enters selectively into foreign exchange contracts to hedge foreign currency exposures. The nominal amount of the foreign currency derivatives outstanding used to hedge transaction risk as per 31 December 2025 was nil (2024: USD -3.6 million) and relates to the USD exposure of the Group (on Euro currencies). The functional currencies of the continuing operations of the Group is primarily the Euro.
The Group is exposed to the translation of foreign currency denominated monetary assets and liabilities. These exposures are managed by the Group's treasury function, which may hedge a portion of the foreign currency exposures estimated to arise in the foreseeable future.
The Group is exposed to foreign exchange fluctuations through monetary items denominated in foreign currencies other than the relevant functional currency and intercompany balances.
The summary of this exposure is as follows:
31 December 2025 | USD | EUR |
|---|---|---|
Trade and other receivables | 559.7 | - |
Trade and other receivables - Intercompany | 280.9 | - |
Trade and other payables | (267.9) | - |
Trade and other payables - Intercompany | (242.8) | - |
Loans and borrowings - Intercompany | (105.2) | (6.5) |
Cash and cash equivalents | 2.1 | - |
31 December 2024 | USD | EUR |
|---|---|---|
Trade and other receivables | 504.9 | - |
Trade and other receivables - Intercompany | 346.4 | 85.0 |
Trade and other payables | (660.4) | - |
Trade and other payables - Intercompany | (156.6) | - |
Loans and borrowings | (605.2) | - |
Loans and borrowings - Intercompany | (19.9) | (104.6) |
Cash and cash equivalents | 2,022.7 | - |
The Group's risk management strategy is to hedge the spot foreign exchange risk on net investments in foreign operations. The risk management objective is to reduce foreign exchange results on net investments in USD.
In 2024, the Group decommissioned its net investment hedge as part of a change in its risk management objective, following the repayment of certain loan facilities and the sale of specific USD-denominated investments in subsidiaries. In 2025, a portion of the net investment hedge was realized upon the sale of the Methanol business.
The hedge relationship previously recognized was a hedge of the foreign currency exposures on net investment in foreign operations in USD. The hedge relationship was designated at the level of the Group for the purpose of the consolidated financial statements. The hedged items were all operational USD foreign operations of the Group. To comply with the risk management policy, the hedge ratio was based on hedging the spot rate foreign currency exposure of USD foreign operations with hedging instruments with same or lower notional amount. This resulted in a hedge ratio of 1:1 or 100%.
$ millions | Note | 2025 | 2024 |
|---|---|---|---|
Changes in fair value of hedging instruments carrying amount | \u00a0 | - | 18.6 |
Realization of net investment hedge | (22) | 37.9 | 92.5 |
Cumulative amount recognized1 | \u00a0 | 0.8 | (37.2) |
The following significant exchange rates applied during the year against the US dollar:
| \u00a0 | Average 2025 | Average 2024 | Closing 2025 | Closing 2024 |
|---|---|---|---|---|
Euro | 1.1304 | 1.0818 | 1.1736 | 1.0349 |
The exposure of the group to foreign exchange rate changes is primarily with entities in the group with a EUR functional currency holding USD balances. The Group's exposure to foreign currency changes for all other currencies is not material.
The following tables demonstrate the sensitivity to a reasonably possible change in USD exchange rate to increase or (decrease) against the EUR. During 2025, the average fluctuation of EUR vs. USD was 8%. As at 31 December 2025, if the US dollar had weakened / strengthened by 8% against the Euro with all other variables held constant, the translation of cash and cash equivalents, foreign currency receivables, payables, and loans and borrowings would have resulted in an increase / decrease of USD 17.6 million of the profit of the year.
31 December 2025 | Change in FX rate | Direct effect on profit before tax | Direct effect on equity |
|---|---|---|---|
EUR - USD | 8 percent | 17.6 | - |
| \u00a0 | (8) percent | (17.6) | - |
31 December 2024 | Change in FX rate | Direct effect on profit before tax | Direct effect on equity |
|---|---|---|---|
EUR - USD | 6 percent | 106.5 | - |
| \u00a0 | (6) percent | (106.5) | - |
The figures in the above overview are determined based on the currency volatility of the respective years. As at 31 December 2025, a significant part of the Group's exposure to foreign currency transaction risk relates to working capital and intercompany balances.
The Group's cash flow interest rate risks arise from the exposure to variability in future cash flows of floating rate financial instruments and refinancing fixed rate borrowings. The Group regularly reviews its exposure to the global interest rate environment.
The Group analyses its interest rate exposure on a dynamic basis. The Group calculates the impact on profit or loss of a defined interest rate shift. The same interest rate shift is used for all currencies. The assumed movement in basis points for the interest rate sensitivity analysis is based on the currently observable market data, showing a higher volatility compared to prior years. The interest rate sensitivity calculation is based on the interest-bearing liabilities. With all other variables held constant, the Group's profit before tax is affected through the impact on floating rate borrowings plus refinancing of fixed rate borrowings.
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of borrowings affected:
$ millions | In basis points | 2025 | 2024 |
|---|---|---|---|
Effect on profit before tax for the coming year | + 200 bps | (1.3) | (1.7) |
Effect on profit before tax for the coming year | - 200 bps | 1.3 | 1.7 |
Natural gas is one of the primary raw materials used in the Group's production processes. The Group is exposed to natural gas price commodity risk for those entities that buy natural gas at spot prices.
Management monitors the development of gas prices and products\u2019 selling prices on a daily basis using external historical and forecast market data provided by several data vendors. Management analyzes the potential profit margin per product based on this data in order to make operational and hedging decisions.
For the entities that are impacted by changes in natural gas prices during 2025, a change in the average natural gas prices by USD 1 per MMBtu would impact the total annual cost of sales by USD 30.4 million (2024: USD 27.8 million), excluding the impact of hedges.
As of 31 December 2025, the continuing operations of the Group held some gas hedge contracts carried over from the sale of the Methanol business. These positions are measured at fair value through profit or loss. The total outstanding gas hedges in MMBtu as at 31 December 2025 are:
\u2022 Options (delta equivalent): nil (31 December 2024: 7.3\u00a0million)
\u2022 Flat priced contracts: 32.4\u00a0million (31 December 2024: nil)
These hedges have been settled subsequent to the year-end. Please refer to note 33 Subsequent events for details.
In 2025, the Group generated additional liquidity by selling EUAs to the market. This generated total net proceeds of USD 38.9\u00a0million resulted from the sale. Included in the net proceeds received, a gross amount of USD 38.9 million was recognized in cost of sales related to the sale of excess EUAs.
On 27 June 2025, the Group received approximately 9.9 million shares in Methanex Corporation as part of the consideration for the disposal of the Methanol business. The investment is classified as an equity instrument designated at fair value through other comprehensive income (\"FVOCI\") on initial recognition. The shares are measured at fair value based on quoted market prices in an active market. Accordingly, the Group is exposed to fair value risk arising from fluctuations in the quoted market price of Methanex Corp's shares. A reasonably possible change in the share price at the reporting date would have increased/(decreased) the equity attributable to the owners of the Company by the amounts shown below. The sensitivity analysis has been prepared assuming that all other variables remain constant and reflects the impact of changes in the quoted market price of the shares as at 31 December 2025:
$ millions | Change in share price | 2025 |
|---|---|---|
Effect on equity attributable to owners of the Company | USD 1 per share | 9.9 |
Effect on equity attributable to owners of the Company | USD (1) per share | (9.9) |
Subsequent to the year-end, OCI through two separate block sale transactions sold approximately 5.3 million Methanex shares for net proceeds of USD 287.9 million. Please refer to note 33 Subsequent events for further details.
The following table presents the various categories of financial instruments:
31 December 2025 | Note | Loans and receivables / payables at amortized cost | Derivatives at fair value | Financial assets at fair value through profit and loss | Financial assets at fair value through other comp. income |
|---|---|---|---|---|---|
Assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Trade and other receivables | (9) | 194.2 | 0.2 | 464.3 | - |
Financial assets at fair value through other comprehensive income | (11) | - | - | - | 400.1 |
Cash and cash equivalents | (14) | 17.9 | - | - | - |
Total | \u00a0 | 212.1 | 0.2 | 464.3 | 400.1 |
Liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Loans and borrowings | (18) | 62.0 | - | - | - |
Trade and other payables | (20) | 513.7 | 7.8 | - | - |
Total | \u00a0 | 575.7 | 7.8 | - | - |
The Group has financial instruments carried at fair value.
As at 31 December 2025, the fair value of the shares in Methanex Corp. was USD 395.0\u00a0million. Reference is made to note 11 Financial assets at fair value through other comprehensive income.
The fair value of the investments in Methanex Corp and Orascom Construction, measured as fair value through other comprehensive income, are categorized as level 1 as the fair value is evidenced by a quoted share price.
For derivative financial instruments, the fair value is calculated within hierarchy category level 2.
The Group measures the deferred consideration from the sale of Clean Ammonia as fair value through profit or loss. The fair value is calculated on a discounted basis. In 2024, this asset was categorized as level 3 as the estimated payment date was a significant unobservable input. In 2025, this asset is categorized as level 2 as given the advanced stage of completion, the estimated payment date is no longer a significant input. The deferred consideration is discussed further in note 9 Trade and other receivables.
31 December 2024 | Note | Loans and receivables / payables at amortized cost | Derivatives at fair value | Financial assets at fair value through profit and loss | Financial assets at fair value through other comp. income |
|---|---|---|---|---|---|
Assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Trade and other receivables | (9) | 189.5 | 2.4 | 447.9 | - |
Financial assets at fair value through other comprehensive income | (11) | - | - | - | 3.4 |
Cash and cash equivalents | (14) | 2,052.9 | - | - | - |
Total | \u00a0 | 2,242.4 | 2.4 | 447.9 | 3.4 |
Liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Loans and borrowings | (18) | 682.1 | - | - | - |
Trade and other payables | (20) | 936.5 | 20.8 | - | - |
Total | \u00a0 | 1,618.6 | 20.8 | - | - |
In 2025 and 2024, there were no transfers between the fair value hierarchy categories. The fair value of loans and borrowings and receivables are disclosed in notes 18 Loans and borrowings and 9 Trade and other receivables, respectively.
", "dimensions": { "concept": "ifrs-full:DisclosureOfMarketRiskExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i3129": { "value": "The Group is exposed to foreign currency risk arising in separate ways:
The Group entities predominantly execute their activities in their respective functional currencies. The Group is however exposed to foreign exchange transaction risk when Group entities enter into foreign currency denominated transactions. The Group monitors the exposure to foreign currency risk arising from operating activities and enters selectively into foreign exchange contracts to hedge foreign currency exposures. The nominal amount of the foreign currency derivatives outstanding used to hedge transaction risk as per 31 December 2025 was nil (2024: USD -3.6 million) and relates to the USD exposure of the Group (on Euro currencies). The functional currencies of the continuing operations of the Group is primarily the Euro.
The Group is exposed to the translation of foreign currency denominated monetary assets and liabilities. These exposures are managed by the Group's treasury function, which may hedge a portion of the foreign currency exposures estimated to arise in the foreseeable future.
The Group is exposed to foreign exchange fluctuations through monetary items denominated in foreign currencies other than the relevant functional currency and intercompany balances.
The summary of this exposure is as follows:
31 December 2025 | USD | EUR |
|---|---|---|
Trade and other receivables | 559.7 | - |
Trade and other receivables - Intercompany | 280.9 | - |
Trade and other payables | (267.9) | - |
Trade and other payables - Intercompany | (242.8) | - |
Loans and borrowings - Intercompany | (105.2) | (6.5) |
Cash and cash equivalents | 2.1 | - |
31 December 2024 | USD | EUR |
|---|---|---|
Trade and other receivables | 504.9 | - |
Trade and other receivables - Intercompany | 346.4 | 85.0 |
Trade and other payables | (660.4) | - |
Trade and other payables - Intercompany | (156.6) | - |
Loans and borrowings | (605.2) | - |
Loans and borrowings - Intercompany | (19.9) | (104.6) |
Cash and cash equivalents | 2,022.7 | - |
The Group's risk management strategy is to hedge the spot foreign exchange risk on net investments in foreign operations. The risk management objective is to reduce foreign exchange results on net investments in USD.
In 2024, the Group decommissioned its net investment hedge as part of a change in its risk management objective, following the repayment of certain loan facilities and the sale of specific USD-denominated investments in subsidiaries. In 2025, a portion of the net investment hedge was realized upon the sale of the Methanol business.
The hedge relationship previously recognized was a hedge of the foreign currency exposures on net investment in foreign operations in USD. The hedge relationship was designated at the level of the Group for the purpose of the consolidated financial statements. The hedged items were all operational USD foreign operations of the Group. To comply with the risk management policy, the hedge ratio was based on hedging the spot rate foreign currency exposure of USD foreign operations with hedging instruments with same or lower notional amount. This resulted in a hedge ratio of 1:1 or 100%.
$ millions | Note | 2025 | 2024 |
|---|---|---|---|
Changes in fair value of hedging instruments carrying amount | \u00a0 | - | 18.6 |
Realization of net investment hedge | (22) | 37.9 | 92.5 |
Cumulative amount recognized1 | \u00a0 | 0.8 | (37.2) |
The following significant exchange rates applied during the year against the US dollar:
| \u00a0 | Average 2025 | Average 2024 | Closing 2025 | Closing 2024 |
|---|---|---|---|---|
Euro | 1.1304 | 1.0818 | 1.1736 | 1.0349 |
The exposure of the group to foreign exchange rate changes is primarily with entities in the group with a EUR functional currency holding USD balances. The Group's exposure to foreign currency changes for all other currencies is not material.
The following tables demonstrate the sensitivity to a reasonably possible change in USD exchange rate to increase or (decrease) against the EUR. During 2025, the average fluctuation of EUR vs. USD was 8%. As at 31 December 2025, if the US dollar had weakened / strengthened by 8% against the Euro with all other variables held constant, the translation of cash and cash equivalents, foreign currency receivables, payables, and loans and borrowings would have resulted in an increase / decrease of USD 17.6 million of the profit of the year.
31 December 2025 | Change in FX rate | Direct effect on profit before tax | Direct effect on equity |
|---|---|---|---|
EUR - USD | 8 percent | 17.6 | - |
| \u00a0 | (8) percent | (17.6) | - |
31 December 2024 | Change in FX rate | Direct effect on profit before tax | Direct effect on equity |
|---|---|---|---|
EUR - USD | 6 percent | 106.5 | - |
| \u00a0 | (6) percent | (106.5) | - |
The figures in the above overview are determined based on the currency volatility of the respective years. As at 31 December 2025, a significant part of the Group's exposure to foreign currency transaction risk relates to working capital and intercompany balances.
", "dimensions": { "concept": "ifrs-full:DisclosureOfEffectOfChangesInForeignExchangeRatesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i3209": { "value": "Natural gas is one of the primary raw materials used in the Group's production processes. The Group is exposed to natural gas price commodity risk for those entities that buy natural gas at spot prices.
Management monitors the development of gas prices and products\u2019 selling prices on a daily basis using external historical and forecast market data provided by several data vendors. Management analyzes the potential profit margin per product based on this data in order to make operational and hedging decisions.
For the entities that are impacted by changes in natural gas prices during 2025, a change in the average natural gas prices by USD 1 per MMBtu would impact the total annual cost of sales by USD 30.4 million (2024: USD 27.8 million), excluding the impact of hedges.
As of 31 December 2025, the continuing operations of the Group held some gas hedge contracts carried over from the sale of the Methanol business. These positions are measured at fair value through profit or loss. The total outstanding gas hedges in MMBtu as at 31 December 2025 are:
\u2022 Options (delta equivalent): nil (31 December 2024: 7.3\u00a0million)
\u2022 Flat priced contracts: 32.4\u00a0million (31 December 2024: nil)
These hedges have been settled subsequent to the year-end. Please refer to note 33 Subsequent events for details.
On 27 June 2025, the Group received approximately 9.9 million shares in Methanex Corporation as part of the consideration for the disposal of the Methanol business. The investment is classified as an equity instrument designated at fair value through other comprehensive income (\"FVOCI\") on initial recognition. The shares are measured at fair value based on quoted market prices in an active market. Accordingly, the Group is exposed to fair value risk arising from fluctuations in the quoted market price of Methanex Corp's shares. A reasonably possible change in the share price at the reporting date would have increased/(decreased) the equity attributable to the owners of the Company by the amounts shown below. The sensitivity analysis has been prepared assuming that all other variables remain constant and reflects the impact of changes in the quoted market price of the shares as at 31 December 2025:
$ millions | Change in share price | 2025 |
|---|---|---|
Effect on equity attributable to owners of the Company | USD 1 per share | 9.9 |
Effect on equity attributable to owners of the Company | USD (1) per share | (9.9) |
Subsequent to the year-end, OCI through two separate block sale transactions sold approximately 5.3 million Methanex shares for net proceeds of USD 287.9 million. Please refer to note 33 Subsequent events for further details.
The following table presents the various categories of financial instruments:
31 December 2025 | Note | Loans and receivables / payables at amortized cost | Derivatives at fair value | Financial assets at fair value through profit and loss | Financial assets at fair value through other comp. income |
|---|---|---|---|---|---|
Assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Trade and other receivables | (9) | 194.2 | 0.2 | 464.3 | - |
Financial assets at fair value through other comprehensive income | (11) | - | - | - | 400.1 |
Cash and cash equivalents | (14) | 17.9 | - | - | - |
Total | \u00a0 | 212.1 | 0.2 | 464.3 | 400.1 |
Liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Loans and borrowings | (18) | 62.0 | - | - | - |
Trade and other payables | (20) | 513.7 | 7.8 | - | - |
Total | \u00a0 | 575.7 | 7.8 | - | - |
The Group has financial instruments carried at fair value.
As at 31 December 2025, the fair value of the shares in Methanex Corp. was USD 395.0\u00a0million. Reference is made to note 11 Financial assets at fair value through other comprehensive income.
The fair value of the investments in Methanex Corp and Orascom Construction, measured as fair value through other comprehensive income, are categorized as level 1 as the fair value is evidenced by a quoted share price.
For derivative financial instruments, the fair value is calculated within hierarchy category level 2.
The Group measures the deferred consideration from the sale of Clean Ammonia as fair value through profit or loss. The fair value is calculated on a discounted basis. In 2024, this asset was categorized as level 3 as the estimated payment date was a significant unobservable input. In 2025, this asset is categorized as level 2 as given the advanced stage of completion, the estimated payment date is no longer a significant input. The deferred consideration is discussed further in note 9 Trade and other receivables.
31 December 2024 | Note | Loans and receivables / payables at amortized cost | Derivatives at fair value | Financial assets at fair value through profit and loss | Financial assets at fair value through other comp. income |
|---|---|---|---|---|---|
Assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Trade and other receivables | (9) | 189.5 | 2.4 | 447.9 | - |
Financial assets at fair value through other comprehensive income | (11) | - | - | - | 3.4 |
Cash and cash equivalents | (14) | 2,052.9 | - | - | - |
Total | \u00a0 | 2,242.4 | 2.4 | 447.9 | 3.4 |
Liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Loans and borrowings | (18) | 682.1 | - | - | - |
Trade and other payables | (20) | 936.5 | 20.8 | - | - |
Total | \u00a0 | 1,618.6 | 20.8 | - | - |
In 2025 and 2024, there were no transfers between the fair value hierarchy categories. The fair value of loans and borrowings and receivables are disclosed in notes 18 Loans and borrowings and 9 Trade and other receivables, respectively.
", "dimensions": { "concept": "ifrs-full:DisclosureOfFairValueOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i3227": { "value": "On 27 June 2025, the Group received approximately 9.9 million shares in Methanex Corporation as part of the consideration for the disposal of the Methanol business. The investment is classified as an equity instrument designated at fair value through other comprehensive income (\"FVOCI\") on initial recognition. The shares are measured at fair value based on quoted market prices in an active market. Accordingly, the Group is exposed to fair value risk arising from fluctuations in the quoted market price of Methanex Corp's shares. A reasonably possible change in the share price at the reporting date would have increased/(decreased) the equity attributable to the owners of the Company by the amounts shown below. The sensitivity analysis has been prepared assuming that all other variables remain constant and reflects the impact of changes in the quoted market price of the shares as at 31 December 2025:
$ millions | Change in share price | 2025 |
|---|---|---|
Effect on equity attributable to owners of the Company | USD 1 per share | 9.9 |
Effect on equity attributable to owners of the Company | USD (1) per share | (9.9) |
Subsequent to the year-end, OCI through two separate block sale transactions sold approximately 5.3 million Methanex shares for net proceeds of USD 287.9 million. Please refer to note 33 Subsequent events for further details.
$ millions | Note | 2025 | 2024 |
|---|---|---|---|
Trade receivables (net) | \u00a0 | 93.7 | 111.4 |
Loans and trade receivables due from related parties | (31) | 8.9 | 3.4 |
Prepayments | \u00a0 | 3.4 | 6.6 |
Supplier advance payments | \u00a0 | 5.4 | 5.6 |
Commodity and natural gas derivatives | \u00a0 | 0.2 | 1.5 |
Foreign currency derivatives | \u00a0 | - | 0.9 |
Hedge and margin call deposits | \u00a0 | 32.6 | - |
Deferred consideration from sale of Clean Ammonia | (22) | 464.3 | 447.9 |
Other receivables | \u00a0 | 63.3 | 81.8 |
Total | \u00a0 | 671.8 | 659.1 |
Non-current | \u00a0 | 0.2 | 0.3 |
Current | \u00a0 | 671.6 | 658.8 |
Total | \u00a0 | 671.8 | 659.1 |
The Group is party to a securitization agreement to sell certain trade receivables to an external financial institution. By doing so, the Group is able to receive cash flows from selected debtors sooner than would normally be the case.
Upon transfer of the balances, OCI derecognizes the trade receivables, since substantially all risks and rewards of ownership are transferred. The agreement permits securitization of trade receivables up to USD 117.4 million (EUR 100.0 million) (2024: USD 103.5 million / EUR 100.0 million). As per 31 December 2025 an amount of USD 107.3 million (EUR 91.4 million) (2024: USD 62.4 million / EUR 60.3 million) of trade receivables had been transferred. The transferred trade receivables are pledged as security under the securitization program. The Group's continuing operations incurred expenses of USD 3.8 million (2024: USD 5.2 million) in connection with the securitization program.
The carrying amount of \u2018Trade and other receivables\u2019 as at 31 December 2025 approximates its fair value. Remeasurement of trade and other receivables resulted in reversal of allowance for trade receivables being recognized amounting to USD 0.8 million in 2025, recorded in other income. In 2024 an allowance for trade receivables of USD 1.5 million was recognized.
The aging of current trade receivables at the reporting date were as follows:
$ millions | \u00a0 | 2025 | 2024 |
|---|---|---|---|
Neither past due nor impaired | \u00a0 | 87.1 | 99.8 |
Past due 1 - 30 days | \u00a0 | 4.4 | 10.9 |
Past due 31 - 90 days | \u00a0 | - | 0.3 |
Past due 91 - 360 days | \u00a0 | 2.2 | 0.4 |
Total | \u00a0 | 93.7 | 111.4 |
Management believes that the unimpaired amounts that are past due by more than 30 days (USD 2.2 million) are collectible in full, based on historic payment behavior and extensive analysis of customer credit risk, including underlying customers\u2019 credit ratings if they are available.
The deferred consideration from the sale of Clean Ammonia represents 20% of total proceeds (USD 470.0 million) from the divestment of Clean Ammonia (now renamed to Beaumont New Ammonia). For further information, refer to the note 22 Discontinued operations and assets & liabilities held for sale.
This financial asset is mandatorily measured as fair value through profit and loss (\u201cFVTPL\u201d). The change in the fair value between 31 December 2025 (USD 464.3\u00a0million) and 31 December 2024 (USD 447.9\u00a0million) is due to the passage of time and unwinding of the discount. This USD 16.4\u00a0million change in fair value is included in profit and loss and presented in discontinued operations as part of the gain on the sale of investment during the current period.
Deferred consideration was settled between OCI and Woodside on 25 March 2026 upon completion of the project. In 2026, the Group estimates net cash inflows of approximately USD 242.4 million after settlement of the deferred consideration, the remaining USD 222.9 million in construction costs and costs of other contractual obligations and USD 4.7 million in employee liabilities. Refer note 20 Trade and other payables for further information on the remaining Clean Ammonia liabilities as at 31 December 2025 and note 33 Subsequent events for further information on the project completion subsequent to year-end.
$ millions | 2025 | 2024 |
|---|---|---|
Methanex Corp | 395.0 | - |
Orascom Construction PLC (UAE) | 5.1 | 3.4 |
Total | 400.1 | 3.4 |
Non-current | 400.1 | 3.4 |
Total | 400.1 | 3.4 |
On 27 June 2025, OCI received approximately 9.9\u00a0million shares in Methanex Corp. as consideration for the sale of the Methanol business. Refer to note 22 Discontinued operations and assets & liabilities held for sale for further details.
The Group has elected to present changes in the fair value of this equity investment as fair value through other comprehensive income (\"FVOCI\"). As at 31 December 2025, the fair value of this investment was USD 395.0\u00a0million . In 2025, the Group recognized a gain of USD 48.7\u00a0million in other comprehensive income due to share price development.
The fair value measurement is based on the quoted market price of the shares at the reporting date (Level 1 under IFRS 13) and does not reflect any potential discount that may arise in the event of a block sale, which may range between 5% and 7% based on market precedents.
Subsequent to the year-end, OCI through two separate block sale transactions sold approximately 5.3 million Methanex shares for net proceeds of USD 287.9 million. Please refer to note 33 Subsequent events for further details.
$ millions | Note | 2025 | 2024 |
|---|---|---|---|
Trade payables | \u00a0 | 111.4 | 158.5 |
Trade payables due to related parties | \u00a0 | 6.7 | 10.6 |
Amounts payable under the securitization agreement | \u00a0 | 55.9 | 38.7 |
Other payables | \u00a0 | 35.8 | 42.2 |
Employee benefit liabilities | \u00a0 | 0.4 | 0.2 |
Accrued expenses | \u00a0 | 78.3 | 82.7 |
Accrued interest | \u00a0 | - | 11.6 |
Customer advance payment / deferred revenue | \u00a0 | - | 5.5 |
Derivative financial instruments | \u00a0 | 7.8 | 20.8 |
Financial liability from Clean Ammonia sale | (22) | 220.6 | 561.3 |
Contract liability from Clean Ammonia sale | (22) | 4.6 | 25.2 |
Total | \u00a0 | 521.5 | 957.3 |
Non-current | \u00a0 | 0.4 | 1.2 |
Current | \u00a0 | 521.1 | 956.1 |
Total | \u00a0 | 521.5 | 957.3 |
Information about the Group's exposure to currency and liquidity risk is included in note 6 Financial risk and capital management. The carrying amount of \u2018Trade and other payables\u2019 approximates its fair value. The Group recognized revenue of USD 5.5 million (2024: USD 2.0 million) related to customer advance payments and deferred revenue accrued for as a liability at the beginning of the period.
Derivative financial instruments consist of commodity gas hedges contracts in order to hedge future gas price levels. The fair value of these contracts amounts to USD 7.8 million as per 31 December 2025 (2024: USD 20.8 million). All derivatives included in trade and other payables are classified in the fair value hierarchy level 2. For market and commodity risks related to these hedges we refer to note 6 Financial risk and capital management. These hedges have been settled subsequent to the year-end. Please refer to note 33 Subsequent events for details.
OCI sold its Clean Ammonia project to Woodside on September 30, 2024. The USD 1,902.2 million initial cash proceeds received from Woodside and the USD 470.0 million of deferred proceeds are in part consideration for OCI to fund the capex and certain pre-operating expenses of the Clean Ammonia project until commissioning and completion of construction of the plant, which occurred on 25 March 2026. This obligation is recognized as a financial liability.
The Group estimates its remaining financial liability for the remaining costs to complete the project based on Beaumont New Ammonia LLC's agreements with its (sub)contractors, the schedule to completion, and OCI's in-depth knowledge of the project. In connection with the sale, OCI provided contractual obligations to Woodside relating to project delivery, liquidated damages, construction subcontractor and insurance claims, and other warranties. The financial liability recorded includes management's best estimate of such potential risks and the impact to expected future cash outflows based on management's judgment on the probability of various scenarios occurring. Based on the assessment of the underlying positions, management's best estimate of the maximum likely exposure from other indemnities beyond the financial liability is nil.
As at 31 December 2025, the measurement of the financial liability was USD 220.6 million (USD 222.9 million undiscounted) based on the expected costs for OCI to fulfill its obligations under the sale agreement. The change in the liability between 31 December 2024 and 31 December 2025 is due to project delays, unforeseen increases in the remaining construction costs to complete the project and changes in management's assumptions of contractual outflows, offset by cash payments made in 2025 to settle these costs.
OCI also agreed as part of the sale and purchase agreement with Woodside to provide employee services back to its former subsidiary, Beaumont New Ammonia LLC, during the construction and commissioning phases. As at 31 December 2025, the measurement of the contract liability was USD 4.6 million (USD 4.7 million undiscounted).
Subsequent to year-end on 25 March 2026, construction on the Beaumont New Ammonia project was deemed complete and the site handed over to Woodside. The Group retains the obligation to settle certain construction costs incurred prior to handover that are not yet invoiced or paid, and to settle out construction claims against the project. For further details, refer to note 33 Subsequent events.
There are a number of risks which may result in changes to the estimated costs to complete the project. Remaining construction costs are subject to a customary post\u2011closing settlement mechanism, with final settlement expected in H2 2026. The amounts disclosed for the remaining Clean Ammonia liability, including the estimated impact of construction claims and certain indemnities, are based on management's best estimates and judgment. The recognition and settlement of these obligations are subject to estimation uncertainty with respect to both amount and timing of related cash flows.
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i3418": { "value": "The Board's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence. Capital primarily comprises ordinary share capital and retained earnings.
The Group has outstanding obligations, and in some cases material indemnifications arising from prior divestments. Accordingly, the Board is focused on ensuring that the capital base remains sufficient to support continuing operations, settle current obligations and potential indemnifications, and complete the ongoing strategic review.
The Group expects to receive in 2026 material cash inflows. The Group completed the sale of Ammonia distribution business to AGROFERT, a.s. on 31 March 2026, resulting in EUR 290.0 million (USD 340.3 million) of gross cash proceeds before customary closing adjustments and the closure of OAD's inventory financing and securitization programs. Further, the Group expects a net cash inflow from Clean Ammonia of USD approximately 242.4 million in 2026, being the net of USD 470.0 million in deferred consideration already settled and the USD 227.6 million of estimated remaining cash outflows to fund construction costs and to settle OCI's remaining contractual obligations on the Clean Ammonia project. These net proceeds are intended to be applied primarily toward the settlement of the current obligations, including corporate costs, and held as a reserve for potential future claims under the indemnifications provided.
The Group is required to maintain certain capital requirements, in order to maintain its access to loan facilities undrawn at year-end.
Upon closure of the MetCo transaction on 27 June 2025, the Company launched the formal tender process to settle the 2033 Bonds. The loan was repaid in full for USD 664.5\u00a0million plus USD 15.7\u00a0million of accrued interest on 7 August 2025. Refer to note 18 Loans and borrowings.
On 7 May 2025, OCI N.V. made an extraordinary distribution of USD 1,000\u00a0million through both repayment of capital and an extraordinary dividend. OCI N.V. paid a distribution of USD 698.3\u00a0million on 3 September 2025 through both a repayment of capital and an extraordinary dividend.
The Group's net debt / (cash) to equity ratio at the reporting date was as follows:
$ millions | Note | 31 December 2025 | 31 December 2024 |
|---|---|---|---|
Loans and borrowings | (18) | 62.0 | 682.1 |
Less: cash and cash equivalents | \u00a0 | 17.9 | 2,052.9 |
Net cash | \u00a0 | 44.1 | (1,370.8) |
Total equity | \u00a0 | 1,074.8 | 2,246.8 |
Net cash to equity ratio | \u00a0 | 0.04 | (0.61) |
$ millions | Land and buildings | Plant and equipment | Fixtures and fittings | Under construction | Total |
|---|---|---|---|---|---|
Cost | 80.1 | 2,165.3 | 8.8 | 545.5 | 2,799.7 |
Accumulated depreciation | (21.3) | (1,535.7) | (7.3) | - | (1,564.3) |
At 1 January 2024 | 58.8 | 629.6 | 1.5 | 545.5 | 1,235.4 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Additions | - | 0.9 | - | 448.3 | 449.2 |
Disposals | (2.3) | (0.7) | (0.3) | - | (3.3) |
Depreciation | (4.1) | (122.1) | (0.8) | - | (127.0) |
Impairment | - | (5.3) | - | (7.5) | (12.8) |
Transfers | 1.6 | 59.5 | 0.3 | (61.4) | - |
Reclassified to assets held for sale | (50.3) | (248.1) | (0.1) | (828.7) | (1,127.2) |
Movement in exchange rates | (0.3) | (20.1) | - | (6.0) | (26.4) |
At 31 December 2024 | 3.4 | 293.7 | 0.6 | 90.2 | 387.9 |
Cost | 14.1 | 812.6 | 3.3 | 90.2 | 920.2 |
Accumulated depreciation | (10.7) | (518.9) | (2.7) | - | (532.3) |
At 31 December 2024 | 3.4 | 293.7 | 0.6 | 90.2 | 387.9 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Additions | 1.8 | - | - | 108.5 | 110.3 |
Depreciation | (0.7) | (87.8) | (0.2) | - | (88.7) |
Transfers | 0.2 | 148.6 | - | (148.8) | - |
Reclassified to assets held for sale | (2.9) | (20.2) | (0.1) | (32.8) | (56.0) |
Movement in exchange rates | 0.4 | 41.6 | - | 10.4 | 52.4 |
At 31 December 2025 | 2.2 | 375.9 | 0.3 | 27.5 | 405.9 |
Cost | 13.9 | 949.0 | 1.9 | 27.5 | 992.3 |
Accumulated depreciation | (11.7) | (573.1) | (1.6) | - | (586.4) |
At 31 December 2025 | 2.2 | 375.9 | 0.3 | 27.5 | 405.9 |
The transfers of USD 148.8 million (2024: USD 61.4 million) are assets under construction that were put into use during the year. Transfers mainly relate to OCIN for USD 145.2 million which is included as part of continuing operations and OTE for USD 3.3 million in the period before it was classified as held for sale. The additions of USD 110.3 million (2024: USD 449.2 million) mainly relate to OCIN for USD 104.0 million and OCI Holding Limited for USD 1.8 million which are part of continuing operations and OTE for USD 4.5 million in the period of the year before it met the criteria to be classified as held for sale.
The effect of movement in exchange rates in 2025 mainly relates to OCIN, which have a functional currency of the Euro, compared to the Group's presentation currency. The Euro increased by 13.4% against the US dollar in 2025.
The figures presented above includes any additions, depreciation, disposals, etc. made in disposal groups before they were categorized as held for sale. Additions for OCI Clean Ammonia LLC have ceased upon disposal in September 2024. This change in presentation along with capital expenditures not yet paid as at the year-end date results in a difference between the figure for investments in property, plant and equipment mentioned in the consolidated statement of cash flows and the figure for additions presented above.
For capital commitments reference is made to note 30 Commitments.
In 2025, management identified an impairment trigger for OCI Nitrogen as a result of the carve-out of the profitable Ammonia distribution business (OAH), the announced closure of one of its major on-site customers and macro economic trends. Therefore, an impairment test was performed on the carrying amount of OCI Nitrogen excluding OAH. \u00a0The activities of OAH are presented separately as held for sale and are therefore no longer included in the carrying amount tested for impairment.
An impairment loss is recognized only if the cash-generating unit's carrying amount exceeds its recoverable amount. The recoverable amount has been estimated based on value in use. Determining the recoverable amount of the cash\u2011generating unit requires significant judgments and estimates, including projections of future cash flows from the business as at the impairment testing date of 31 December 2025 and assessing whether developments after the reporting date indicate conditions that already existed at the balance sheet date and thus should be considered.
The tests were carried out by discounting future cash flows to be generated from the continuing use of the cash-generating unit. Key assumptions used in the calculation of recoverable amounts are the discount rate, the terminal value growth rate, selling price outlook per product, natural gas prices and the number of expected operating days per plant. Selling price outlook and natural gas prices assumptions during the forecast periods are based on the adoption of CBAM and consequential reduction of free allowance received under ETS. The terminal growth rate was determined based on the long-term inflation forecast for the Netherlands. The discount rate is estimated using the capital asset pricing model and adjusted to derive a pre\u2011tax measure. Selling price and natural gas price assumptions are based on a published independent price outlook prepared by global experts and applicable as of the reporting date. Other assumptions are based on past experience and external sources; however, these assumptions are unpredictable and inherently uncertain. The forecast used does not reflect the significant price changes observed after the balance sheet date due to geopolitical tensions.
The impairment tests are based on specific cash\u2011flow projections for the years 2026 to 2030, which captures the cyclical nature of the industry. For the subsequent years, residual values were calculated using the average EBITDA margin of the last two years of the projection period, applying a perpetual growth rate of 2.30% (2024: 2.95%). The estimated cash flows were discounted using a present value technique.
Based on the impairment test performed, the headroom was estimated at EUR 35.0 million (USD 41.1 million). As the recoverable amount of OCI Nitrogen exceeds its carrying amount, no impairment is recorded.
Upon the closing of the sale of OCI Ammonia Holding B.V., the remaining carrying value of the OCIN asset is approximately USD 290 million (2024: USD 350 million including OAH). Should geopolitical tensions continue for a sustained period, there is a risk that an impairment may be required due to the combination of elevated European natural gas prices, an insufficient compensatory increase in product prices, and other unforeseen events.
While this asset has been for sale for over two years, held-for-sale accounting requirements under IFRS 5 have not been met. Under held-for-sale accounting, the asset is measured at the lower of its carrying value or fair value less costs to sell.
The\u00a0following key inputs were determined at 31 December 2025 and applied in performing the impairment test for OCI Nitrogen.
Key inputs | 2025 |
|---|---|
Pre-tax discount rate | 12.87% |
Post-tax discount rate | 9.55% |
Perpetual growth rate | 2.30% |
Average CAN price per mt | \u20ac\u00a0289.5 |
Average gas price per MWH | \u20ac\u00a027.0 |
Average capital expenditure per year in EURm | \u20ac\u00a0(76.9) |
The following changes in the key inputs could, individually, cause the value in use to fall to the level of carrying value.
2025 | Increase in pre-tax discount rate (bps) | Decrease in perpetual growth rate (bps) | Decrease in average CAN price per mt (EUR) | Increase in average gas price per MWH (EUR) | Increase in average capital expenditure per year in EURm |
|---|---|---|---|---|---|
Changes in key inputs | 96.0 | 92.0 | 11.86 | 0.38 | 2.70 |
Illustrative impact of key assumptions | Impact on value in use |
|---|---|
Average gas price increase of EUR 1 per MWH | \u20ac\u00a0(91.6) |
Additional average costs or capital expenditures per year of EUR 5 million | \u20ac\u00a0(64.8) |
Increase in post-tax discount rate by 1% | \u20ac\u00a0(47.6) |
$ millions | Land and buildings | Plant and equipment | Fixtures and fittings | Total |
|---|---|---|---|---|
At 1 January 2024 | 74.9 | 47.1 | 0.1 | 122.1 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Additions | 0.9 | 27.2 | - | 28.1 |
Modifications | 4.1 | 6.2 | - | 10.3 |
Disposals | (2.1) | (0.2) | - | (2.3) |
Depreciation | (6.8) | (24.7) | (0.1) | (31.6) |
Reclassified to held for sale | (1.2) | (4.7) | - | (5.9) |
Movement in exchange rates | (4.1) | (1.9) | - | (6.0) |
At 31 December 2024 | 65.7 | 49.0 | - | 114.7 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Additions | 1.4 | 7.8 | 0.1 | 9.3 |
Modifications | 5.3 | 3.9 | - | 9.2 |
Disposals | (0.9) | (20.1) | - | (21.0) |
Depreciation | (4.3) | (10.8) | - | (15.1) |
Reclassified to assets held for sale | (0.6) | (19.9) | (0.1) | (20.6) |
Movement in exchange rates | 8.5 | 3.6 | - | 12.1 |
At 31 December 2025 | 75.1 | 13.5 | - | 88.6 |
The additions of USD 9.3 million (2024: USD 28.1 million) mainly relate to OCIN for USD 3.1 million and OCI Holding Limited for USD 1.1 million. The additions also relate to OAD for USD 4.9 million before it was classified as part of a disposal group held for sale. The effect of movement in exchange rates of USD 12.1 million (2024: USD (6.0) million) mainly relates to OCIN, which has a different functional currency (Euro) compared to the Group\u2019s presentation currency. The Group recognized expenses of USD 0.7 million (2024: USD 0.7 million) related to leases that either meet the short-term exemption or the low-value exemption of IFRS 16.
", "dimensions": { "concept": "ifrs-full:DisclosureOfPropertyPlantAndEquipmentExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i3609": { "value": "In 2025, management identified an impairment trigger for OCI Nitrogen as a result of the carve-out of the profitable Ammonia distribution business (OAH), the announced closure of one of its major on-site customers and macro economic trends. Therefore, an impairment test was performed on the carrying amount of OCI Nitrogen excluding OAH. \u00a0The activities of OAH are presented separately as held for sale and are therefore no longer included in the carrying amount tested for impairment.
An impairment loss is recognized only if the cash-generating unit's carrying amount exceeds its recoverable amount. The recoverable amount has been estimated based on value in use. Determining the recoverable amount of the cash\u2011generating unit requires significant judgments and estimates, including projections of future cash flows from the business as at the impairment testing date of 31 December 2025 and assessing whether developments after the reporting date indicate conditions that already existed at the balance sheet date and thus should be considered.
The tests were carried out by discounting future cash flows to be generated from the continuing use of the cash-generating unit. Key assumptions used in the calculation of recoverable amounts are the discount rate, the terminal value growth rate, selling price outlook per product, natural gas prices and the number of expected operating days per plant. Selling price outlook and natural gas prices assumptions during the forecast periods are based on the adoption of CBAM and consequential reduction of free allowance received under ETS. The terminal growth rate was determined based on the long-term inflation forecast for the Netherlands. The discount rate is estimated using the capital asset pricing model and adjusted to derive a pre\u2011tax measure. Selling price and natural gas price assumptions are based on a published independent price outlook prepared by global experts and applicable as of the reporting date. Other assumptions are based on past experience and external sources; however, these assumptions are unpredictable and inherently uncertain. The forecast used does not reflect the significant price changes observed after the balance sheet date due to geopolitical tensions.
The impairment tests are based on specific cash\u2011flow projections for the years 2026 to 2030, which captures the cyclical nature of the industry. For the subsequent years, residual values were calculated using the average EBITDA margin of the last two years of the projection period, applying a perpetual growth rate of 2.30% (2024: 2.95%). The estimated cash flows were discounted using a present value technique.
Based on the impairment test performed, the headroom was estimated at EUR 35.0 million (USD 41.1 million). As the recoverable amount of OCI Nitrogen exceeds its carrying amount, no impairment is recorded.
Upon the closing of the sale of OCI Ammonia Holding B.V., the remaining carrying value of the OCIN asset is approximately USD 290 million (2024: USD 350 million including OAH). Should geopolitical tensions continue for a sustained period, there is a risk that an impairment may be required due to the combination of elevated European natural gas prices, an insufficient compensatory increase in product prices, and other unforeseen events.
While this asset has been for sale for over two years, held-for-sale accounting requirements under IFRS 5 have not been met. Under held-for-sale accounting, the asset is measured at the lower of its carrying value or fair value less costs to sell.
", "dimensions": { "concept": "ifrs-full:DisclosureOfImpairmentOfAssetsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i3784": { "value": "$ millions | Land and buildings | Plant and equipment | Fixtures and fittings | Total |
|---|---|---|---|---|
At 1 January 2024 | 74.9 | 47.1 | 0.1 | 122.1 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Additions | 0.9 | 27.2 | - | 28.1 |
Modifications | 4.1 | 6.2 | - | 10.3 |
Disposals | (2.1) | (0.2) | - | (2.3) |
Depreciation | (6.8) | (24.7) | (0.1) | (31.6) |
Reclassified to held for sale | (1.2) | (4.7) | - | (5.9) |
Movement in exchange rates | (4.1) | (1.9) | - | (6.0) |
At 31 December 2024 | 65.7 | 49.0 | - | 114.7 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Additions | 1.4 | 7.8 | 0.1 | 9.3 |
Modifications | 5.3 | 3.9 | - | 9.2 |
Disposals | (0.9) | (20.1) | - | (21.0) |
Depreciation | (4.3) | (10.8) | - | (15.1) |
Reclassified to assets held for sale | (0.6) | (19.9) | (0.1) | (20.6) |
Movement in exchange rates | 8.5 | 3.6 | - | 12.1 |
At 31 December 2025 | 75.1 | 13.5 | - | 88.6 |
The additions of USD 9.3 million (2024: USD 28.1 million) mainly relate to OCIN for USD 3.1 million and OCI Holding Limited for USD 1.1 million. The additions also relate to OAD for USD 4.9 million before it was classified as part of a disposal group held for sale. The effect of movement in exchange rates of USD 12.1 million (2024: USD (6.0) million) mainly relates to OCIN, which has a different functional currency (Euro) compared to the Group\u2019s presentation currency. The Group recognized expenses of USD 0.7 million (2024: USD 0.7 million) related to leases that either meet the short-term exemption or the low-value exemption of IFRS 16.
The Group leases a number of office spaces, warehouses, land, machinery and vehicles. Lease terms vary from 1 year to indefinite renewal options. Calculations of the lease obligation for leases with indefinite renewal options are made using a lease term based on the expected renewal periods.
$ millions | Non-current lease obligations | Current lease obligations | Total |
|---|---|---|---|
At 1 January 2024 | 113.8 | 28.5 | 142.3 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 |
Payments | - | (42.1) | (42.1) |
Accretion of interest | 4.6 | 0.8 | 5.4 |
Additions | 26.2 | 7.5 | 33.7 |
Disposals | (0.5) | - | (0.5) |
Transfers | (33.0) | 33.0 | - |
Modifications | 10.2 | 0.1 | 10.3 |
Reclassified to liabilities held for sale | (12.9) | (7.5) | (20.4) |
Effect of movement in exchange rates | (6.2) | (0.9) | (7.1) |
At 31 December 2024 | 102.2 | 19.4 | 121.6 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 |
Payments | - | (19.4) | (19.4) |
Accretion of interest | 2.5 | 0.1 | 2.6 |
Additions | 9.6 | 0.4 | 10.0 |
Disposals | (15.6) | (6.4) | (22.0) |
Transfers | (19.3) | 19.3 | - |
Modifications | 8.4 | 0.8 | 9.2 |
Reclassified to liabilities held for sale | (16.2) | (5.3) | (21.5) |
Effect of movement in exchange rates | 11.2 | 1.6 | 12.8 |
At 31 December 2025 | 82.8 | 10.5 | 93.3 |
For the lease obligations included as part of the disposal groups held for sale, reference is made to note 22 Discontinued operations and assets & liabilities held for sale.
", "dimensions": { "concept": "ifrs-full:DisclosureOfLeasesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i3929": { "value": "$ millions | Goodwill | Other intangible assets | Under construction | Total |
|---|---|---|---|---|
Cost | 43.6 | 16.5 | 5.0 | 65.1 |
Accumulated amortization and impairment | - | (7.0) | - | (7.0) |
At 1 January 2024 | 43.6 | 9.5 | 5.0 | 58.1 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Additions | - | 2.0 | - | 2.0 |
Disposals | - | (5.2) | - | (5.2) |
Transfers | - | (4.5) | - | (4.5) |
Amortization | - | - | (4.8) | (4.8) |
Reclassified to assets held for sale | (23.0) | (1.0) | - | (24.0) |
Movement in exchange rates | (1.2) | (0.3) | (0.2) | (1.7) |
At 31 December 2024 | 19.4 | 0.5 | - | 19.9 |
Cost | 19.4 | 10.8 | - | 30.2 |
Accumulated amortization and impairment | - | (10.3) | - | (10.3) |
At 31 December 2024 | 19.4 | 0.5 | - | 19.9 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Amortization | - | (0.6) | - | (0.6) |
Reclassified to assets held for sale | (18.3) | - | - | (18.3) |
Movement in exchange rates | 2.5 | 0.1 | - | 2.6 |
At 31 December 2025 | 3.6 | - | - | 3.6 |
Cost | 3.6 | 6.7 | - | 10.3 |
Accumulated amortization and impairment | - | (6.7) | - | (6.7) |
At 31 December 2025 | 3.6 | - | - | 3.6 |
Goodwill held for use has been allocated to the cash generating units as follows:
Cash generating units | Reporting segment | 2025 | 2024 |
|---|---|---|---|
OCI Nitrogen ('OCIN') | Nitrogen Europe | 3.6 | 19.4 |
Total | \u00a0 | 3.6 | 19.4 |
The goodwill associated with OTE is included in the balance of assets held for sale presented in 2025. Similarly, in 2024, goodwill associated with OCIB was included in the balance of assets held for sale. Further information is included in note 22 Discontinued operations and assets & liabilities held for sale.
For the result of impairment testing performed for OCI Nitrogen, please refer to Impairment testing.
", "dimensions": { "concept": "ifrs-full:DisclosureOfIntangibleAssetsAndGoodwillExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i3930": { "value": "$ millions | Goodwill | Other intangible assets | Under construction | Total |
|---|---|---|---|---|
Cost | 43.6 | 16.5 | 5.0 | 65.1 |
Accumulated amortization and impairment | - | (7.0) | - | (7.0) |
At 1 January 2024 | 43.6 | 9.5 | 5.0 | 58.1 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Additions | - | 2.0 | - | 2.0 |
Disposals | - | (5.2) | - | (5.2) |
Transfers | - | (4.5) | - | (4.5) |
Amortization | - | - | (4.8) | (4.8) |
Reclassified to assets held for sale | (23.0) | (1.0) | - | (24.0) |
Movement in exchange rates | (1.2) | (0.3) | (0.2) | (1.7) |
At 31 December 2024 | 19.4 | 0.5 | - | 19.9 |
Cost | 19.4 | 10.8 | - | 30.2 |
Accumulated amortization and impairment | - | (10.3) | - | (10.3) |
At 31 December 2024 | 19.4 | 0.5 | - | 19.9 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Amortization | - | (0.6) | - | (0.6) |
Reclassified to assets held for sale | (18.3) | - | - | (18.3) |
Movement in exchange rates | 2.5 | 0.1 | - | 2.6 |
At 31 December 2025 | 3.6 | - | - | 3.6 |
Cost | 3.6 | 6.7 | - | 10.3 |
Accumulated amortization and impairment | - | (6.7) | - | (6.7) |
At 31 December 2025 | 3.6 | - | - | 3.6 |
Goodwill held for use has been allocated to the cash generating units as follows:
Cash generating units | Reporting segment | 2025 | 2024 |
|---|---|---|---|
OCI Nitrogen ('OCIN') | Nitrogen Europe | 3.6 | 19.4 |
Total | \u00a0 | 3.6 | 19.4 |
The goodwill associated with OTE is included in the balance of assets held for sale presented in 2025. Similarly, in 2024, goodwill associated with OCIB was included in the balance of assets held for sale. Further information is included in note 22 Discontinued operations and assets & liabilities held for sale.
For the result of impairment testing performed for OCI Nitrogen, please refer to Impairment testing.
", "dimensions": { "concept": "ifrs-full:DisclosureOfGoodwillExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i3931": { "value": "$ millions | Goodwill | Other intangible assets | Under construction | Total |
|---|---|---|---|---|
Cost | 43.6 | 16.5 | 5.0 | 65.1 |
Accumulated amortization and impairment | - | (7.0) | - | (7.0) |
At 1 January 2024 | 43.6 | 9.5 | 5.0 | 58.1 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Additions | - | 2.0 | - | 2.0 |
Disposals | - | (5.2) | - | (5.2) |
Transfers | - | (4.5) | - | (4.5) |
Amortization | - | - | (4.8) | (4.8) |
Reclassified to assets held for sale | (23.0) | (1.0) | - | (24.0) |
Movement in exchange rates | (1.2) | (0.3) | (0.2) | (1.7) |
At 31 December 2024 | 19.4 | 0.5 | - | 19.9 |
Cost | 19.4 | 10.8 | - | 30.2 |
Accumulated amortization and impairment | - | (10.3) | - | (10.3) |
At 31 December 2024 | 19.4 | 0.5 | - | 19.9 |
Movements in carrying amount: | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
Amortization | - | (0.6) | - | (0.6) |
Reclassified to assets held for sale | (18.3) | - | - | (18.3) |
Movement in exchange rates | 2.5 | 0.1 | - | 2.6 |
At 31 December 2025 | 3.6 | - | - | 3.6 |
Cost | 3.6 | 6.7 | - | 10.3 |
Accumulated amortization and impairment | - | (6.7) | - | (6.7) |
At 31 December 2025 | 3.6 | - | - | 3.6 |
Goodwill held for use has been allocated to the cash generating units as follows:
Cash generating units | Reporting segment | 2025 | 2024 |
|---|---|---|---|
OCI Nitrogen ('OCIN') | Nitrogen Europe | 3.6 | 19.4 |
Total | \u00a0 | 3.6 | 19.4 |
The goodwill associated with OTE is included in the balance of assets held for sale presented in 2025. Similarly, in 2024, goodwill associated with OCIB was included in the balance of assets held for sale. Further information is included in note 22 Discontinued operations and assets & liabilities held for sale.
For the result of impairment testing performed for OCI Nitrogen, please refer to Impairment testing.
", "dimensions": { "concept": "ifrs-full:DisclosureOfIntangibleAssetsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i4063": { "value": "$ millions | Note | 2025 | 2024 |
|---|---|---|---|
Trade receivables (net) | \u00a0 | 93.7 | 111.4 |
Loans and trade receivables due from related parties | (31) | 8.9 | 3.4 |
Prepayments | \u00a0 | 3.4 | 6.6 |
Supplier advance payments | \u00a0 | 5.4 | 5.6 |
Commodity and natural gas derivatives | \u00a0 | 0.2 | 1.5 |
Foreign currency derivatives | \u00a0 | - | 0.9 |
Hedge and margin call deposits | \u00a0 | 32.6 | - |
Deferred consideration from sale of Clean Ammonia | (22) | 464.3 | 447.9 |
Other receivables | \u00a0 | 63.3 | 81.8 |
Total | \u00a0 | 671.8 | 659.1 |
Non-current | \u00a0 | 0.2 | 0.3 |
Current | \u00a0 | 671.6 | 658.8 |
Total | \u00a0 | 671.8 | 659.1 |
The Group is party to a securitization agreement to sell certain trade receivables to an external financial institution. By doing so, the Group is able to receive cash flows from selected debtors sooner than would normally be the case.
Upon transfer of the balances, OCI derecognizes the trade receivables, since substantially all risks and rewards of ownership are transferred. The agreement permits securitization of trade receivables up to USD 117.4 million (EUR 100.0 million) (2024: USD 103.5 million / EUR 100.0 million). As per 31 December 2025 an amount of USD 107.3 million (EUR 91.4 million) (2024: USD 62.4 million / EUR 60.3 million) of trade receivables had been transferred. The transferred trade receivables are pledged as security under the securitization program. The Group's continuing operations incurred expenses of USD 3.8 million (2024: USD 5.2 million) in connection with the securitization program.
The carrying amount of \u2018Trade and other receivables\u2019 as at 31 December 2025 approximates its fair value. Remeasurement of trade and other receivables resulted in reversal of allowance for trade receivables being recognized amounting to USD 0.8 million in 2025, recorded in other income. In 2024 an allowance for trade receivables of USD 1.5 million was recognized.
The aging of current trade receivables at the reporting date were as follows:
$ millions | \u00a0 | 2025 | 2024 |
|---|---|---|---|
Neither past due nor impaired | \u00a0 | 87.1 | 99.8 |
Past due 1 - 30 days | \u00a0 | 4.4 | 10.9 |
Past due 31 - 90 days | \u00a0 | - | 0.3 |
Past due 91 - 360 days | \u00a0 | 2.2 | 0.4 |
Total | \u00a0 | 93.7 | 111.4 |
Management believes that the unimpaired amounts that are past due by more than 30 days (USD 2.2 million) are collectible in full, based on historic payment behavior and extensive analysis of customer credit risk, including underlying customers\u2019 credit ratings if they are available.
The deferred consideration from the sale of Clean Ammonia represents 20% of total proceeds (USD 470.0 million) from the divestment of Clean Ammonia (now renamed to Beaumont New Ammonia). For further information, refer to the note 22 Discontinued operations and assets & liabilities held for sale.
This financial asset is mandatorily measured as fair value through profit and loss (\u201cFVTPL\u201d). The change in the fair value between 31 December 2025 (USD 464.3\u00a0million) and 31 December 2024 (USD 447.9\u00a0million) is due to the passage of time and unwinding of the discount. This USD 16.4\u00a0million change in fair value is included in profit and loss and presented in discontinued operations as part of the gain on the sale of investment during the current period.
Deferred consideration was settled between OCI and Woodside on 25 March 2026 upon completion of the project. In 2026, the Group estimates net cash inflows of approximately USD 242.4 million after settlement of the deferred consideration, the remaining USD 222.9 million in construction costs and costs of other contractual obligations and USD 4.7 million in employee liabilities. Refer note 20 Trade and other payables for further information on the remaining Clean Ammonia liabilities as at 31 December 2025 and note 33 Subsequent events for further information on the project completion subsequent to year-end.
", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherReceivablesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i4154": { "value": "The following table shows the movements in the carrying amount of the Group's associates:
$ millions | 2025 | 2024 |
|---|---|---|
At 1 January | 35.2 | 399.5 |
Share in income / (loss) | 4.5 | (73.5) |
Divestment | - | (0.5) |
Dividends | - | (0.5) |
Other comprehensive income / (expense) | - | (3.6) |
Effect of movement in exchange rates | 4.9 | (2.3) |
Reclassified to assets held for sale | - | (283.9) |
At 31 December | 44.6 | 35.2 |
Associates | 44.6 | 35.2 |
Total | 44.6 | 35.2 |
Firewater LLC (Natgasoline LLC) is included in the Methanol business which was reclassified to held for sale in 2024 and subsequently sold to Methanex on 27 June 2025. Refer to note 22 Discontinued operations and assets & liabilities held for sale for further details.
The Group has interests in the following associate which is included in continuing operations:
Name | Type | Participation via | Country | Participation |
|---|---|---|---|---|
Rainbow Holdco B.V. | Associate | OCI Nitrogen B.V. | The Netherlands | 43.0% |
The following table summarizes the financial information of the Group's associates (on a 100% basis):
$ millions | 2025 | 2024 |
|---|---|---|
Non-current assets | 103.8 | 81.9 |
Net assets / (liabilities) | 103.8 | 81.9 |
Income | 10.5 | 6.7 |
Net profit / (loss) | 10.5 | 6.7 |
Associates in the continuing operations of the Group have no profit from discontinued operations.
", "dimensions": { "concept": "ifrs-full:DisclosureOfInvestmentsAccountedForUsingEquityMethodExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i4155": { "value": "The following table shows the movements in the carrying amount of the Group's associates:
$ millions | 2025 | 2024 |
|---|---|---|
At 1 January | 35.2 | 399.5 |
Share in income / (loss) | 4.5 | (73.5) |
Divestment | - | (0.5) |
Dividends | - | (0.5) |
Other comprehensive income / (expense) | - | (3.6) |
Effect of movement in exchange rates | 4.9 | (2.3) |
Reclassified to assets held for sale | - | (283.9) |
At 31 December | 44.6 | 35.2 |
Associates | 44.6 | 35.2 |
Total | 44.6 | 35.2 |
Firewater LLC (Natgasoline LLC) is included in the Methanol business which was reclassified to held for sale in 2024 and subsequently sold to Methanex on 27 June 2025. Refer to note 22 Discontinued operations and assets & liabilities held for sale for further details.
The Group has interests in the following associate which is included in continuing operations:
Name | Type | Participation via | Country | Participation |
|---|---|---|---|---|
Rainbow Holdco B.V. | Associate | OCI Nitrogen B.V. | The Netherlands | 43.0% |
The following table summarizes the financial information of the Group's associates (on a 100% basis):
$ millions | 2025 | 2024 |
|---|---|---|
Non-current assets | 103.8 | 81.9 |
Net assets / (liabilities) | 103.8 | 81.9 |
Income | 10.5 | 6.7 |
Net profit / (loss) | 10.5 | 6.7 |
Associates in the continuing operations of the Group have no profit from discontinued operations.
", "dimensions": { "concept": "ifrs-full:DisclosureOfSignificantInvestmentsInAssociatesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i4185": { "value": "The 2025 figures in the note below have been re-presented to disclose information about income tax expenses related to continuing operations.
$ millions | 2025 | 2024 |
|---|---|---|
Current tax | 0.1 | (6.2) |
Deferred tax | 12.8 | (1.4) |
Total income tax benefit / (expense) reported in profit or loss | 12.9 | (7.6) |
$ millions | 2025 | 2024 |
|---|---|---|
Current year | (2.3) | (8.4) |
Changes in estimates relating to prior years | 2.4 | 2.2 |
Income tax benefit/ (expense) reported in profit or loss | 0.1 | (6.2) |
$ millions | 2025 | 2024 |
|---|---|---|
Origination and reversal of temporary differences | 17.9 | (1.3) |
Changes in estimates relating to prior years | (5.1) | (0.1) |
Income tax benefit / (expense) reported in profit or loss | 12.8 | (1.4) |
OCI\u2019s operations are subject to income taxes in various foreign jurisdictions. The statutory income tax rates for continuing operations vary from 0.0% to 25.8%, which results in a difference between the effective income tax rate and the Netherlands\u2019 statutory income tax rate of 25.8%. Reconciliation of the statutory income tax rate in the Netherlands with the effective income tax rate can be summarized as follows:
$ millions | 2025 | % | 2024 | % |
|---|---|---|---|---|
(Loss) before income tax | (356.6) | \u00a0 | (157.5) | \u00a0 |
Enacted income tax rate in the Netherlands | 25.8% | \u00a0 | 25.8% | \u00a0 |
Income tax benefit calculated at the enacted Dutch tax rate | 92.0 | (25.8) | 40.6 | (25.8) |
Effect of tax rates in foreign jurisdictions | 0.2 | (0.1) | 0.1 | (0.1) |
Expenses non-deductible | (57.4) | 16.1 | (48.9) | 31.1 |
Income not subject to tax | 34.2 | (9.6) | 1.9 | (1.2) |
Adjustments prior years | (2.7) | 0.8 | 2.2 | (1.4) |
Recognition of previously unrecognized tax assets | - | - | 0.4 | (0.3) |
Unrecognized tax losses | (53.4) | 15.0 | (3.9) | 2.5 |
Total income tax benefit / (expense) in profit or loss | 12.9 | (3.6) | (7.6) | 4.8 |
The Group's consolidated effective tax rate for continuing operations for the period ended 31 December 2025 was 3.6% (2024: -4.8%) compared to the statutory tax rate of 25.8% in the Netherlands. The main driver for the lower effective tax rate is the impact of non-deductible expenses, primarily related to transaction costs, shareholder costs, and non-deductible interest expenses incurred by OCI N.V., as well as the effect of unrecognized tax losses. The aforementioned negative impact is partially offset by income not subject to tax related to the gain on the sale of associates.
On 20 December 2021, the jurisdictions of the OECD/G20 Inclusive Framework on Base Erosion and Profit Shifting (\u2018OECD BEPS\u2019) released the so-called Pillar Two Model Rules (also referred to as the \u201cGlobal Anti-Base Erosion\u201d or \u201cGloBE\u201d Rules) which are designed to ensure that large multinational enterprises ('MNE's) pay a minimum level of tax of 15% on the aggregated qualifying income arising in each jurisdiction where they operate (\u2018Pillar Two\u2019). On 15 December 2022, the EU Member States unanimously adopted an EU directive ensuring a global minimum level of taxation and agreed to apply these rules for fiscal years starting on or after 31 December 2023. A taxpayer will fall within the scope of Pillar Two if it has more than EUR\u00a0750\u00a0million in consolidated revenues and is not listed as an excluded entity. A taxpayer in scope of Pillar Two calculates its effective tax rate for the aggregated activities in each jurisdiction where it operates and pays top-up tax for the difference between its effective tax rate per jurisdiction and the global minimum tax rate of 15%. Any resulting top-up tax is generally charged in the jurisdiction of the ultimate parent of the MNE (OCI N.V.), unless their domestic Pillar two top-up tax is leviable in the jurisdiction of operation.
OCI operates in the Netherlands, which has enacted new legislation to implement the global minimum top-up tax as per 1 January 2024. However, based on the Pillar Two Safe Harbor provisions, there is no current tax impact with respect to the continuing operations of OCI NV related to the year ended 31 December 2025. For the impact of the Pillar Two Rules on discontinued operations we refer to note 22 Discontinued operations and assets & liabilities held for sale.
Changes in deferred tax asset and liabilities (net):
$ millions | 2025 | 2024 |
|---|---|---|
At 1 January | (4.2) | (7.3) |
Profit or (loss) | 12.8 | (2.0) |
Effect of movement in exchange rates (recognized in equity) | 0.2 | 0.2 |
Reclassification to assets/liabilities classified as held for sale | (8.9) | 4.9 |
At 31 December | (0.1) | (4.2) |
Recognized deferred tax assets and liabilities:
| \u00a0 | Assets | Liabilities | Net | |||
|---|---|---|---|---|---|---|
$ millions | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 |
Property, plant and equipment | 21.1 | 22.8 | (44.5) | (40.7) | (23.4) | (17.9) |
Inventory | - | 0.1 | (6.1) | (6.5) | (6.1) | (6.4) |
Trade and other receivables | 0.4 | 0.3 | - | (8.3) | 0.4 | (8.0) |
Provisions | 2.7 | - | - | - | 2.7 | - |
Operating losses carry forward and tax credits | 26.3 | 28.1 | - | - | 26.3 | 28.1 |
At 31 December | 50.5 | 51.3 | (50.6) | (55.5) | (0.1) | (4.2) |
Netting of fiscal positions | (50.5) | (51.3) | 50.5 | 51.3 | - | - |
Amounts recognized in the Statement of Financial Position | - | - | (0.1) | (4.2) | (0.1) | (4.2) |
Deferred tax assets and liabilities recognized in relation to property, plant and equipment will be realized over the depreciation period of the related asset, and mainly relate to OCIN. Deferred tax assets relate to temporary differences, tax credits and tax loss carryforwards. OCI has net tax loss carryforwards and interest limitation carried forward totaling USD 169.6 million. The loss carryforwards mainly relate to the NL operations.
The group is subject to the application of complex tax laws in multiple jurisdictions. Application of these complex tax laws may lead to uncertainties in determining tax positions. We aim to resolve these uncertainties in discussions with the tax authorities. The financial effect of the existing uncertainties per balance sheet date are determined in accordance with IAS 12 and IFRIC 23, which requires us to estimate the potential outcome of any tax position. Our estimate for the potential outcome of any uncertain tax position is judgmental.
As of 31 December 2025 and 31 December 2024, the continuing operations of the Group had no uncertain tax positions. For uncertain tax positions related to the discontinued operations, please refer to note 21 Provisions and 22 Discontinued operations and assets & liabilities held for sale.
The Group believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience.
Expiration scheme of gross unrecognized carry-forward tax losses, tax credits and deductible temporary differences:
2025 | Less than 1 year | Between 1 and 5 years | Between 5 and 10 years | Between 10 and 15 years | Between 15 and 20 years | Unlimited | Total |
|---|---|---|---|---|---|---|---|
Temporary differences | - | - | - | - | - | - | - |
Tax losses and credit carry forwards | - | - | - | - | - | 214.1 | 214.1 |
Unrecognized deferred tax assets | - | - | - | - | - | 214.1 | 214.1 |
2024 | Less than 1 year | Between 1 and 5 years | Between 5 and 10 years | Between 10 and 15 years | Between 15 and 20 years | Unlimited | Total |
|---|---|---|---|---|---|---|---|
Temporary differences | - | - | - | - | - | - | - |
Tax losses and credit carry forwards | - | - | - | - | - | 31.0 | 31.0 |
Unrecognized deferred tax assets | - | - | - | - | - | 31.0 | 31.0 |
The above unrecognized temporary differences, tax losses and tax credit carryforwards relate to tax jurisdictions in which OCI has suffered a tax loss in the current or a preceding period. Significant judgment is required in determining whether deferred tax assets can be utilized. OCI determines this based on expected taxable profits arising from the reversal of recognized deferred tax liabilities and based on budget, cash flow forecasts and impairment models and the recent history of taxable results. Where utilization is not considered probable, deferred tax assets are not recognized. In addition to the above, OCI N.V. has unrecognized interest deduction carry-forwards amounting to USD 346.0 million (2024: USD 209.0 million) with an unlimited carryforward period.
Changes in income tax receivables and payables:
$ millions | 2025 | 2024 |
|---|---|---|
At 1 January | (5.3) | (8.1) |
Profit or (loss) | (2.3) | (10.2) |
Changes in estimates relating to prior years | 2.4 | 2.3 |
(Receipts) / Payments | (0.4) | 7.3 |
Effect of movement in exchange rates | 0.1 | 0.1 |
Reclassification to assets/liabilities classified as held for sale | - | 3.3 |
At 31 December | (5.5) | (5.3) |
Income tax receivable | 0.4 | 2.5 |
Income tax payable | (5.9) | (7.8) |
Total | (5.5) | (5.3) |
$ millions | 2025 | 2024 |
|---|---|---|
Origination and reversal of temporary differences | 17.9 | (1.3) |
Changes in estimates relating to prior years | (5.1) | (0.1) |
Income tax benefit / (expense) reported in profit or loss | 12.8 | (1.4) |
Changes in deferred tax asset and liabilities (net):
$ millions | 2025 | 2024 |
|---|---|---|
At 1 January | (4.2) | (7.3) |
Profit or (loss) | 12.8 | (2.0) |
Effect of movement in exchange rates (recognized in equity) | 0.2 | 0.2 |
Reclassification to assets/liabilities classified as held for sale | (8.9) | 4.9 |
At 31 December | (0.1) | (4.2) |
Recognized deferred tax assets and liabilities:
| \u00a0 | Assets | Liabilities | Net | |||
|---|---|---|---|---|---|---|
$ millions | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 |
Property, plant and equipment | 21.1 | 22.8 | (44.5) | (40.7) | (23.4) | (17.9) |
Inventory | - | 0.1 | (6.1) | (6.5) | (6.1) | (6.4) |
Trade and other receivables | 0.4 | 0.3 | - | (8.3) | 0.4 | (8.0) |
Provisions | 2.7 | - | - | - | 2.7 | - |
Operating losses carry forward and tax credits | 26.3 | 28.1 | - | - | 26.3 | 28.1 |
At 31 December | 50.5 | 51.3 | (50.6) | (55.5) | (0.1) | (4.2) |
Netting of fiscal positions | (50.5) | (51.3) | 50.5 | 51.3 | - | - |
Amounts recognized in the Statement of Financial Position | - | - | (0.1) | (4.2) | (0.1) | (4.2) |
Deferred tax assets and liabilities recognized in relation to property, plant and equipment will be realized over the depreciation period of the related asset, and mainly relate to OCIN. Deferred tax assets relate to temporary differences, tax credits and tax loss carryforwards. OCI has net tax loss carryforwards and interest limitation carried forward totaling USD 169.6 million. The loss carryforwards mainly relate to the NL operations.
The group is subject to the application of complex tax laws in multiple jurisdictions. Application of these complex tax laws may lead to uncertainties in determining tax positions. We aim to resolve these uncertainties in discussions with the tax authorities. The financial effect of the existing uncertainties per balance sheet date are determined in accordance with IAS 12 and IFRIC 23, which requires us to estimate the potential outcome of any tax position. Our estimate for the potential outcome of any uncertain tax position is judgmental.
As of 31 December 2025 and 31 December 2024, the continuing operations of the Group had no uncertain tax positions. For uncertain tax positions related to the discontinued operations, please refer to note 21 Provisions and 22 Discontinued operations and assets & liabilities held for sale.
The Group believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience.
Expiration scheme of gross unrecognized carry-forward tax losses, tax credits and deductible temporary differences:
2025 | Less than 1 year | Between 1 and 5 years | Between 5 and 10 years | Between 10 and 15 years | Between 15 and 20 years | Unlimited | Total |
|---|---|---|---|---|---|---|---|
Temporary differences | - | - | - | - | - | - | - |
Tax losses and credit carry forwards | - | - | - | - | - | 214.1 | 214.1 |
Unrecognized deferred tax assets | - | - | - | - | - | 214.1 | 214.1 |
2024 | Less than 1 year | Between 1 and 5 years | Between 5 and 10 years | Between 10 and 15 years | Between 15 and 20 years | Unlimited | Total |
|---|---|---|---|---|---|---|---|
Temporary differences | - | - | - | - | - | - | - |
Tax losses and credit carry forwards | - | - | - | - | - | 31.0 | 31.0 |
Unrecognized deferred tax assets | - | - | - | - | - | 31.0 | 31.0 |
The above unrecognized temporary differences, tax losses and tax credit carryforwards relate to tax jurisdictions in which OCI has suffered a tax loss in the current or a preceding period. Significant judgment is required in determining whether deferred tax assets can be utilized. OCI determines this based on expected taxable profits arising from the reversal of recognized deferred tax liabilities and based on budget, cash flow forecasts and impairment models and the recent history of taxable results. Where utilization is not considered probable, deferred tax assets are not recognized. In addition to the above, OCI N.V. has unrecognized interest deduction carry-forwards amounting to USD 346.0 million (2024: USD 209.0 million) with an unlimited carryforward period.
Changes in income tax receivables and payables:
$ millions | 2025 | 2024 |
|---|---|---|
At 1 January | (5.3) | (8.1) |
Profit or (loss) | (2.3) | (10.2) |
Changes in estimates relating to prior years | 2.4 | 2.3 |
(Receipts) / Payments | (0.4) | 7.3 |
Effect of movement in exchange rates | 0.1 | 0.1 |
Reclassification to assets/liabilities classified as held for sale | - | 3.3 |
At 31 December | (5.5) | (5.3) |
Income tax receivable | 0.4 | 2.5 |
Income tax payable | (5.9) | (7.8) |
Total | (5.5) | (5.3) |
$ millions | 2025 | 2024 |
|---|---|---|
Finished goods | 42.3 | 118.6 |
Raw materials and consumables | 5.6 | 3.4 |
Spare parts, fuels and others | 19.6 | 16.0 |
Total | 67.5 | 138.0 |
During 2025, the reversal of write-downs amounted to USD 0.9 million (2024: USD 0.7 million).
", "dimensions": { "concept": "ifrs-full:DisclosureOfInventoriesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i4617": { "value": "$ millions | 2025 | 2024 |
|---|---|---|
Bank balances | 6.2 | 33.5 |
Deposits | 11.7 | 2,019.4 |
Total | 17.9 | 2,052.9 |
Cash held by disposal groups are included as part of assets held for sale. Refer to note 22.
", "dimensions": { "concept": "ifrs-full:DisclosureOfCashAndCashEquivalentsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i4646": { "value": "The movements in the number of shares can be summarized as follows:
| \u00a0 | 2025 | 2024 |
|---|---|---|
At 1 January | 211,357,989 | 210,997,647 |
Number of issued shares | - | 360,342 |
On issue at 31 December - fully paid | 211,357,989 | 211,357,989 |
Par value per share (in EUR) | 0.02 | 0.02 |
At 31 December (in millions of USD) | 5.6 | 5.6 |
The authorized capital of the Company amounts to EUR 12.0 million. The authorized capital is divided into 600 million shares, with a nominal value of EUR 0.02 each.
The share capital movements relate to the increase and subsequent decrease in the nominal value of the ordinary shares, to facilitate capital repayments and extraordinary distributions. Shareholders received cash distribution of USD 8.05 per share or Euro equivalent in 2025 (USD 1,698.1 million), which was debited from share capital (USD 1,533.1 million) and retained earnings (USD 165.0 million) as a dividend distribution to the owners of the Company.
The movement in retained earning of USD 8.9 million relates to the share-based compensation expense recorded in 2025 net of release of share-based compensation reserve as a result of the termination of the share-based compensation plans. Refer to note 23.3 Share-based compensation arrangements.
The share capital movements relate to the increase and subsequent decrease in the nominal value of the ordinary shares, to facilitate a capital repayment in relation to the distribution. Shareholders received a cash distribution for the repayment of capital of EUR\u00a014.50 per share in 2024 (USD 3,310.7 million), which was debited from share capital (USD 1,923.1 million) and retained earnings (USD 1,387.6 million) as a dividend distribution to owners of the Company.
An amount of USD 10.6 million related to share-based compensation expense was recognized in retained earnings.
The movements in the number of shares can be summarized as follows:
| \u00a0 | 2025 | 2024 |
|---|---|---|
At 1 January | 211,357,989 | 210,997,647 |
Number of issued shares | - | 360,342 |
On issue at 31 December - fully paid | 211,357,989 | 211,357,989 |
Par value per share (in EUR) | 0.02 | 0.02 |
At 31 December (in millions of USD) | 5.6 | 5.6 |
The authorized capital of the Company amounts to EUR 12.0 million. The authorized capital is divided into 600 million shares, with a nominal value of EUR 0.02 each.
The share capital movements relate to the increase and subsequent decrease in the nominal value of the ordinary shares, to facilitate capital repayments and extraordinary distributions. Shareholders received cash distribution of USD 8.05 per share or Euro equivalent in 2025 (USD 1,698.1 million), which was debited from share capital (USD 1,533.1 million) and retained earnings (USD 165.0 million) as a dividend distribution to the owners of the Company.
The movement in retained earning of USD 8.9 million relates to the share-based compensation expense recorded in 2025 net of release of share-based compensation reserve as a result of the termination of the share-based compensation plans. Refer to note 23.3 Share-based compensation arrangements.
The share capital movements relate to the increase and subsequent decrease in the nominal value of the ordinary shares, to facilitate a capital repayment in relation to the distribution. Shareholders received a cash distribution for the repayment of capital of EUR\u00a014.50 per share in 2024 (USD 3,310.7 million), which was debited from share capital (USD 1,923.1 million) and retained earnings (USD 1,387.6 million) as a dividend distribution to owners of the Company.
An amount of USD 10.6 million related to share-based compensation expense was recognized in retained earnings.
The movements in the number of shares can be summarized as follows:
| \u00a0 | 2025 | 2024 |
|---|---|---|
At 1 January | 211,357,989 | 210,997,647 |
Number of issued shares | - | 360,342 |
On issue at 31 December - fully paid | 211,357,989 | 211,357,989 |
Par value per share (in EUR) | 0.02 | 0.02 |
At 31 December (in millions of USD) | 5.6 | 5.6 |
The authorized capital of the Company amounts to EUR 12.0 million. The authorized capital is divided into 600 million shares, with a nominal value of EUR 0.02 each.
The share capital movements relate to the increase and subsequent decrease in the nominal value of the ordinary shares, to facilitate capital repayments and extraordinary distributions. Shareholders received cash distribution of USD 8.05 per share or Euro equivalent in 2025 (USD 1,698.1 million), which was debited from share capital (USD 1,533.1 million) and retained earnings (USD 165.0 million) as a dividend distribution to the owners of the Company.
The movement in retained earning of USD 8.9 million relates to the share-based compensation expense recorded in 2025 net of release of share-based compensation reserve as a result of the termination of the share-based compensation plans. Refer to note 23.3 Share-based compensation arrangements.
The share capital movements relate to the increase and subsequent decrease in the nominal value of the ordinary shares, to facilitate a capital repayment in relation to the distribution. Shareholders received a cash distribution for the repayment of capital of EUR\u00a014.50 per share in 2024 (USD 3,310.7 million), which was debited from share capital (USD 1,923.1 million) and retained earnings (USD 1,387.6 million) as a dividend distribution to owners of the Company.
An amount of USD 10.6 million related to share-based compensation expense was recognized in retained earnings.
$ millions | Hedge reserve | Financial assets at fair value through other comprehensive income | Currency translation | Treasury shares | Total |
|---|---|---|---|---|---|
At 1 January 2024 | 4.8 | (27.0) | (428.6) | (7.4) | (458.2) |
Movement in hedge reserve | (3.4) | - | - | - | (3.4) |
Currency translation differences | - | - | (154.0) | - | (154.0) |
Realization of translation reserve | - | - | 144.7 | - | 144.7 |
Financial assets at fair value through other comprehensive income | - | 2.0 | - | - | 2.0 |
Other comprehensive income / (expense) | (3.4) | 2.0 | (9.3) | - | (10.7) |
Treasury shares sold / delivered | - | - | - | 27.5 | 27.5 |
Treasury shares acquired | - | - | - | (20.1) | (20.1) |
Issuing shares | - | - | - | (10.6) | (10.6) |
At 31 December 2024 | 1.4 | (25.0) | (437.9) | (10.6) | (472.1) |
Movement in hedge reserve | (3.0) | - | - | - | (3.0) |
Currency translation differences | - | - | 206.0 | - | 206.0 |
Realization of translation reserve | - | - | 103.3 | - | 103.3 |
Financial assets at fair value through other comprehensive income | - | 49.9 | - | - | 49.9 |
Other comprehensive income / (expense) | (3.0) | 49.9 | 309.3 | - | 356.2 |
Treasury shares sold / delivered | - | - | - | 3.7 | 3.7 |
Transfer of loss on disposal of equity investments | - | 25.5 | - | - | 25.5 |
Treasury shares acquired | - | - | - | (1.0) | (1.0) |
At 31 December 2025 | (1.6) | 50.4 | (128.6) | (7.9) | (87.7) |
OCI is a company incorporated under Dutch law. In accordance with the Dutch Civil Code, legal reserves have to be established in certain circumstances. The hedging reserve, the financial assets at fair value through other comprehensive income reserve and the currency translation reserve are legal reserves that limit distributions to shareholders to the extent that these reserves individually have a credit balance.
The reserve related to FVOCI instruments is used to record the cumulative change in fair value of financial assets measured at FVOCI. For further information, see note 11 Financial assets at fair value through other comprehensive income.
The currency translation reserve is used to record the cumulative effect of the translation of the financial information of subsidiaries in the Group with a functional currency of EUR to the Group's presentation currency of USD.
The currency translation reserve is impacted by the recycling of the applicable portion of the net investment hedge and accumulated currency translation differences related to the foreign operations that were disposed in FY 2025, consistent with IAS 21.
During the financial year ended 31 December 2025 the company acquired 80,000 shares (2024: 1,087,727) and sold and delivered out of share-based payment plans 110,220 shares (2024: 951,895).
| \u00a0 | 2025 | 2024 |
|---|---|---|
Number of shares | 388,439 | 418,659 |
Average carrying value (historical cost) per share (USD) | 20.45 | 25.32 |
Total (in millions USD) | 7.9 | 10.6 |
Foreign exchange effect | - | - |
Total carrying value of treasury shares (in millions of USD) | 7.9 | 10.6 |
$ millions | Hedge reserve | Financial assets at fair value through other comprehensive income | Currency translation | Treasury shares | Total |
|---|---|---|---|---|---|
At 1 January 2024 | 4.8 | (27.0) | (428.6) | (7.4) | (458.2) |
Movement in hedge reserve | (3.4) | - | - | - | (3.4) |
Currency translation differences | - | - | (154.0) | - | (154.0) |
Realization of translation reserve | - | - | 144.7 | - | 144.7 |
Financial assets at fair value through other comprehensive income | - | 2.0 | - | - | 2.0 |
Other comprehensive income / (expense) | (3.4) | 2.0 | (9.3) | - | (10.7) |
Treasury shares sold / delivered | - | - | - | 27.5 | 27.5 |
Treasury shares acquired | - | - | - | (20.1) | (20.1) |
Issuing shares | - | - | - | (10.6) | (10.6) |
At 31 December 2024 | 1.4 | (25.0) | (437.9) | (10.6) | (472.1) |
Movement in hedge reserve | (3.0) | - | - | - | (3.0) |
Currency translation differences | - | - | 206.0 | - | 206.0 |
Realization of translation reserve | - | - | 103.3 | - | 103.3 |
Financial assets at fair value through other comprehensive income | - | 49.9 | - | - | 49.9 |
Other comprehensive income / (expense) | (3.0) | 49.9 | 309.3 | - | 356.2 |
Treasury shares sold / delivered | - | - | - | 3.7 | 3.7 |
Transfer of loss on disposal of equity investments | - | 25.5 | - | - | 25.5 |
Treasury shares acquired | - | - | - | (1.0) | (1.0) |
At 31 December 2025 | (1.6) | 50.4 | (128.6) | (7.9) | (87.7) |
OCI is a company incorporated under Dutch law. In accordance with the Dutch Civil Code, legal reserves have to be established in certain circumstances. The hedging reserve, the financial assets at fair value through other comprehensive income reserve and the currency translation reserve are legal reserves that limit distributions to shareholders to the extent that these reserves individually have a credit balance.
The reserve related to FVOCI instruments is used to record the cumulative change in fair value of financial assets measured at FVOCI. For further information, see note 11 Financial assets at fair value through other comprehensive income.
The currency translation reserve is used to record the cumulative effect of the translation of the financial information of subsidiaries in the Group with a functional currency of EUR to the Group's presentation currency of USD.
The currency translation reserve is impacted by the recycling of the applicable portion of the net investment hedge and accumulated currency translation differences related to the foreign operations that were disposed in FY 2025, consistent with IAS 21.
During the financial year ended 31 December 2025 the company acquired 80,000 shares (2024: 1,087,727) and sold and delivered out of share-based payment plans 110,220 shares (2024: 951,895).
| \u00a0 | 2025 | 2024 |
|---|---|---|
Number of shares | 388,439 | 418,659 |
Average carrying value (historical cost) per share (USD) | 20.45 | 25.32 |
Total (in millions USD) | 7.9 | 10.6 |
Foreign exchange effect | - | - |
Total carrying value of treasury shares (in millions of USD) | 7.9 | 10.6 |
During the financial year ended 31 December 2025 the company acquired 80,000 shares (2024: 1,087,727) and sold and delivered out of share-based payment plans 110,220 shares (2024: 951,895).
| \u00a0 | 2025 | 2024 |
|---|---|---|
Number of shares | 388,439 | 418,659 |
Average carrying value (historical cost) per share (USD) | 20.45 | 25.32 |
Total (in millions USD) | 7.9 | 10.6 |
Foreign exchange effect | - | - |
Total carrying value of treasury shares (in millions of USD) | 7.9 | 10.6 |
The non-controlling interests balance is not material to the Group's financial position for the year ended 31 December 2025. Dividends declared to non-controlling interests during 2025 amounted to USD 4.0 million.
Movements in equity attributable to non-controlling interests in 2024 are as follows:
In 2024, total dividends declared to non-controlling interests amounted to USD 437.9 million.
Impact of difference in profit sharing with non-controlling interests: In the partnership agreement of Sorfert between OCI and the partner, a profit-sharing arrangement was agreed, where the other partner would receive a relatively higher portion of dividends in compensation for lower natural gas prices arranged for by the partner, which is recognized in cost of sales. As a result of this agreement, the non-controlling interests increased by USD 14.4 million in 2024. The effect of the profit sharing agreement represents the gross amount allocated to the partner. This amount is subsequently diluted by the other non-controlling interests in Fertiglobe.
Non-controlling interests in relation to Fertiglobe entities were derecognized during 2024 upon sale of the Fertiglobe business.
In September 2024, a 15% stake of the OCI Methanol Group was repurchased for a total consideration of USD 336.0 million in preparation of the sale of the Methanol business. Of this amount, USD 139.9 million was paid as a dividend to minorities. As a result of this transaction OCI's share in the OCI Methanol Group increased from 85% to 100% prior to the June 2025 sale. The following table summarizes the effect of the transaction on the Company's equity attributable to owners of the Company:
$ millions | 2024 |
|---|---|
Consideration for the shares | 195.1 |
Dividend to minorities | 139.9 |
Fee related to the purchase of the shares | 1.0 |
Total consideration for the purchase of the shares | 336.0 |
Dividend liability | (69.4) |
Non-controlling interest | 63.7 |
Effect on equity attributable to holders of the company | 330.3 |
For the year ended 31 December 2024, the non-controlling interests in the respective entities can be summarized as follows:
The financial information included below is on a proportionate basis. The ownership percentages and the balance sheet items presented represent the non-controlling shareholdings and balances as at December 31, 2024. The income statement items and dividend cash flows represent the amounts accrued up to the date of disposal.
2024 | Fertil | EFC | EBIC | Sorfert | Other Fertiglobe | Methanol business | N-71 | Total |
|---|---|---|---|---|---|---|---|---|
Non-controlling interests | - | - | - | - | - | - | 50.00% | - |
Non-current assets | - | - | - | - | - | - | 13.2 | 13.2 |
Current assets | - | - | - | - | - | - | 34.2 | 34.2 |
Non-current liabilities | - | - | - | - | - | - | (8.6) | (8.6) |
Current liabilities | - | - | - | - | - | - | (34.6) | (34.6) |
Net assets | - | - | - | - | - | - | 4.2 | 4.2 |
Revenues | 252.1 | 158.2 | 95.5 | 326.9 | 671.7 | 139.2 | 383.0 | 2,026.6 |
Profit / (Loss) | 70.1 | 81.7 | 41.6 | 100.7 | (76.7) | (7.3) | 7.0 | 217.1 |
Other comprehensive income | - | - | - | (9.1) | - | - | - | (9.1) |
Total comprehensive income / (expense) | 70.1 | 81.7 | 41.6 | 91.6 | (76.7) | (7.3) | 7.0 | 208.0 |
Dividend cash flows | - | - | (15.9) | (172.5) | (120.7) | (139.9) | - | (449.0) |
$ millions | 2025 | 2024 |
|---|---|---|
At 1 January | 682.1 | 2,157.4 |
Proceeds from loans | 98.2 | 967.1 |
Proceeds from / (Repayment of) bank overdraft facility | (6.0) | (84.1) |
Repayment and redemption of loans and borrowings | (776.7) | (2,330.5) |
Modification loss on 2033 bonds tender | 72.5 | - |
Amortization of transaction costs / (bond) premiums | 0.4 | 4.8 |
Effect of movement in exchange rates | 1.2 | (32.6) |
Reclassified to liabilities held for sale | (9.7) | - |
At end of year | 62.0 | 682.1 |
Current | 62.0 | 682.1 |
Total | 62.0 | 682.1 |
The Revolving Credit Facility is subject to certain financial covenants. OCI N.V. does not have any amounts drawn on the revolving credit facility as at 31 December 2025. As per 31 December 2024 all financial covenants were met.
Refer to note 6.2 Liquidity risk and note 6.4 Capital management for additional discussion of the Company's liquidity risk and capital management.
The fair value of the loans and facilities is calculated within hierarchy category level 2.
Proceeds from borrowings in 2025 totaled an amount of USD 98.2 million (2024: USD 967.1) million, which consisted of changes in OCIN's inventory financing.
Redemptions of borrowings in 2025 totaled an amount of USD 776.7 million (2024: USD 2,330.5 million), which consisted of the full repayment of the 2033 N.V. bonds and changes in OCIN's inventory financing.
In April 2025, the Company reached an agreement with a group of bondholders of its USD 600\u00a0million 6.7% bonds due 2033. As part of this agreement, OCI committed to launch a tender offer for the 2033 Bonds after the successful closing of the MetCo transaction, at a price of 110.75% of par, plus accrued and unpaid interest.
The MetCo transaction closed on 27 June 2025 and shortly after the Company launched the formal tender process. The loan was repaid in full for USD 664.5\u00a0million plus USD 15.7\u00a0million of accrued interest on 7 August 2025.
The agreement with bondholders and the announced tender process resulted in a modification loss on the 2033 Bonds of USD 72.5\u00a0million in 2025. The modification loss includes the derecognition of any previously deferred transaction costs.
As of 31 December 2025, the Group had not drawn external bank facilities in the amount of USD 600.0 million (2024: USD 600.0 million). This relates to the revolving credit facility at OCI N.V. of USD 600.0 million (2024: USD 600.0 million).
As of 31 December 2025, there were no overdraft balances outstanding. As of 31 December 2024, the bank overdraft facility of OCI N.V. amounted to USD 5.2 million and that of OCI Chemicals B.V. amounted to USD 0.9 million.
Borrowing company | Type of loan | Principal amount ($ millions) | Interest rate | Date of maturity | Carrying amount ($ millions) | Long-term portion ($ millions) | Short-term portion ($ millions) | Fair value ($ millions) | Collateral / guarantee |
|---|---|---|---|---|---|---|---|---|---|
OCI N.V. | Unsecured loan facility | USD 600.0 | USD: SOFR + 1.6% | April 2027 | (2.1) | - | (2.1) | - | \u00a0 |
OCIN | Inventory financing | USD 63.5 | EURIBOR +0.85% | No defined maturity | 63.5 | - | 63.5 | 63.5 | \u00a0 |
OCIN | Bank Overdraft | N/a | N/a | No defined maturity | 0.6 | - | 0.6 | N/a | \u00a0 |
Total 31 December 2025 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | 62.0 | - | 62.0 | N/a | \u00a0 |
Borrowing company | Type of loan | Principal amount ($ millions) | Interest rate | Date of maturity | Carrying amount ($ millions)1 | Long-term portion ($ millions) | Short-term portion ($ millions) | Fair value ($ millions) | Collateral / guarantee |
|---|---|---|---|---|---|---|---|---|---|
OCI N.V. | Unsecured senior notes | USD 600.0 | Fixed 6.70% | March 2033 | 594.0 | - | 594.0 | 608.8 | \u00a0 |
OCI N.V. | Unsecured loan facility | USD 600.0 | USD: SOFR + 1.18% | April 2027 | (3.3) | - | (3.3) | - | \u00a0 |
OCI N.V. | Bank Overdraft | N/a | N/a | No defined maturity | 5.2 | - | 5.2 | n/a | \u00a0 |
OCI Chemicals B.V. | Bank Overdraft | N/a | N/a | No defined maturity | 0.9 | - | 0.9 | n/a | \u00a0 |
OCIN | Inventory financing | USD 85.4 | EURIBOR +0.85% | No defined maturity | 85.3 | - | 85.3 | 85.4 | \u00a0 |
Total 31 December 2024 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | 682.1 | - | 682.1 | N/a | \u00a0 |
$ millions | Note | 2025 | 2024 |
|---|---|---|---|
Trade payables | \u00a0 | 111.4 | 158.5 |
Trade payables due to related parties | \u00a0 | 6.7 | 10.6 |
Amounts payable under the securitization agreement | \u00a0 | 55.9 | 38.7 |
Other payables | \u00a0 | 35.8 | 42.2 |
Employee benefit liabilities | \u00a0 | 0.4 | 0.2 |
Accrued expenses | \u00a0 | 78.3 | 82.7 |
Accrued interest | \u00a0 | - | 11.6 |
Customer advance payment / deferred revenue | \u00a0 | - | 5.5 |
Derivative financial instruments | \u00a0 | 7.8 | 20.8 |
Financial liability from Clean Ammonia sale | (22) | 220.6 | 561.3 |
Contract liability from Clean Ammonia sale | (22) | 4.6 | 25.2 |
Total | \u00a0 | 521.5 | 957.3 |
Non-current | \u00a0 | 0.4 | 1.2 |
Current | \u00a0 | 521.1 | 956.1 |
Total | \u00a0 | 521.5 | 957.3 |
Information about the Group's exposure to currency and liquidity risk is included in note 6 Financial risk and capital management. The carrying amount of \u2018Trade and other payables\u2019 approximates its fair value. The Group recognized revenue of USD 5.5 million (2024: USD 2.0 million) related to customer advance payments and deferred revenue accrued for as a liability at the beginning of the period.
Derivative financial instruments consist of commodity gas hedges contracts in order to hedge future gas price levels. The fair value of these contracts amounts to USD 7.8 million as per 31 December 2025 (2024: USD 20.8 million). All derivatives included in trade and other payables are classified in the fair value hierarchy level 2. For market and commodity risks related to these hedges we refer to note 6 Financial risk and capital management. These hedges have been settled subsequent to the year-end. Please refer to note 33 Subsequent events for details.
OCI sold its Clean Ammonia project to Woodside on September 30, 2024. The USD 1,902.2 million initial cash proceeds received from Woodside and the USD 470.0 million of deferred proceeds are in part consideration for OCI to fund the capex and certain pre-operating expenses of the Clean Ammonia project until commissioning and completion of construction of the plant, which occurred on 25 March 2026. This obligation is recognized as a financial liability.
The Group estimates its remaining financial liability for the remaining costs to complete the project based on Beaumont New Ammonia LLC's agreements with its (sub)contractors, the schedule to completion, and OCI's in-depth knowledge of the project. In connection with the sale, OCI provided contractual obligations to Woodside relating to project delivery, liquidated damages, construction subcontractor and insurance claims, and other warranties. The financial liability recorded includes management's best estimate of such potential risks and the impact to expected future cash outflows based on management's judgment on the probability of various scenarios occurring. Based on the assessment of the underlying positions, management's best estimate of the maximum likely exposure from other indemnities beyond the financial liability is nil.
As at 31 December 2025, the measurement of the financial liability was USD 220.6 million (USD 222.9 million undiscounted) based on the expected costs for OCI to fulfill its obligations under the sale agreement. The change in the liability between 31 December 2024 and 31 December 2025 is due to project delays, unforeseen increases in the remaining construction costs to complete the project and changes in management's assumptions of contractual outflows, offset by cash payments made in 2025 to settle these costs.
OCI also agreed as part of the sale and purchase agreement with Woodside to provide employee services back to its former subsidiary, Beaumont New Ammonia LLC, during the construction and commissioning phases. As at 31 December 2025, the measurement of the contract liability was USD 4.6 million (USD 4.7 million undiscounted).
Subsequent to year-end on 25 March 2026, construction on the Beaumont New Ammonia project was deemed complete and the site handed over to Woodside. The Group retains the obligation to settle certain construction costs incurred prior to handover that are not yet invoiced or paid, and to settle out construction claims against the project. For further details, refer to note 33 Subsequent events.
There are a number of risks which may result in changes to the estimated costs to complete the project. Remaining construction costs are subject to a customary post\u2011closing settlement mechanism, with final settlement expected in H2 2026. The amounts disclosed for the remaining Clean Ammonia liability, including the estimated impact of construction claims and certain indemnities, are based on management's best estimates and judgment. The recognition and settlement of these obligations are subject to estimation uncertainty with respect to both amount and timing of related cash flows.
", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherPayablesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i5397": { "value": "Derivative financial instruments consist of commodity gas hedges contracts in order to hedge future gas price levels. The fair value of these contracts amounts to USD 7.8 million as per 31 December 2025 (2024: USD 20.8 million). All derivatives included in trade and other payables are classified in the fair value hierarchy level 2. For market and commodity risks related to these hedges we refer to note 6 Financial risk and capital management. These hedges have been settled subsequent to the year-end. Please refer to note 33 Subsequent events for details.
", "dimensions": { "concept": "ifrs-full:DisclosureOfDerivativeFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i5431": { "value": "$ millions | Claims and other provisions, onerous contracts |
|---|---|
At 1 January 2025 | 41.9 |
Recorded during the year | 10.3 |
Used during the year | (23.7) |
Reversed | (4.4) |
Effect of the movement in exchange rates | 4.9 |
At 31 December 2025 | 29.0 |
Non-current | 10.6 |
Current | 18.4 |
Total | 29.0 |
Under the shareholder agreements and following the Fertiglobe IPO, OCI agreed to indemnify the other Fertiglobe shareholders against potential legacy legal liabilities. These indemnities remain in place even after OCI sold its stake in Fertiglobe, with their amounts increasing as the other shareholders\u2019 ownership increased.
The increase in indemnity liabilities resulting from the sale of Fertiglobe on 15 October 2024 was offset by the recognized gain from that sale in 2024. In 2025, an indemnification obligation to ADNOC regarding a legacy legal matter was realized, requiring OCI to pay ADNOC USD 20.5 million in 2026. This amount payable is balanced by an indemnification asset that was realized and recorded under other receivables, totaling USD 51.2 million (compared to USD 30.3 million in 2024).
As of 31 December 2025 and based on management's assessment of the exposures, the estimated maximum liability under the remaining indemnity exposures is USD 25.0 million. As of 31 December 2025, management's best estimate for the remaining exposure under these indemnity arrangements is USD 8.3 million, which is recognized as a provision.
The indemnities will remain effective until March 2027, or until the expiry of applicable statutes of limitations, or upon final resolution of any associated proceedings. Consequently, it is currently not possible to estimate the time limitation with certainty.
The Group is involved in various litigations, arbitrations and commercial disputes. In cases where it is probable that the outcome of the legal proceedings and commercial disputes will be unfavorable, and where the financial outcome can be measured reliably, a provision has been recognized. Reference is made to note 29 Contingencies for information with respect to major ongoing litigations and claims for which no provision has been recognized.
", "dimensions": { "concept": "ifrs-full:DisclosureOfProvisionsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i5432": { "value": "The profit or loss and other comprehensive income of the disposal groups of Fertiglobe, IFCo, OCI Clean Ammonia, the Methanol business and N-7 are presented separately as discontinued operations in the statement of profit or loss. Any gain from the sale of subsidiaries is presented as part of profit from discontinued operations in the consolidated statement of profit or loss. Of the profit from discontinued operations of USD 527.5 million (2024: USD 5,361.0 million), USD 527.4 million (2024: USD 5,142.3 million) is attributable to the owners of the company.
2025 | Fertiglobe | IFCo | Clean Ammonia | Methanol business | N-71 | Total |
|---|---|---|---|---|---|---|
Revenue | - | - | 44.62 | 462.4 | 11.8 | 518.8 |
Cost of sales | - | - | - | (400.6) | (10.8) | (411.4) |
Selling, general and administrative expenses | - | - | (41.7) | (24.5) | (1.8) | (68.0) |
Results from operating activities | - | - | 2.9 | 38.6 | 0.1 | 41.6 |
Net finance income | - | - | - | 0.1 | - | 0.1 |
Share of results of equity-accounted investees | - | - | - | 37.0 | - | 37.0 |
Income tax expense | - | - | (0.6) | (14.7) | - | (15.3) |
Net result on sale | 23.73 | (3.2)4 | (241.3)5 | 684.96 | - | 464.1 |
Profit / (loss) from discontinued operations, net of tax | 23.7 | (3.2) | (239.0) | 745.9 | 0.1 | 527.5 |
2024 | Fertiglobe | IFCo | Clean Ammonia | Methanol business | N-7 | Total |
|---|---|---|---|---|---|---|
Revenue | 1,489.7 | (3.0) | 9.0 | 860.3 | 752.7 | 3,108.7 |
Cost of sales | (904.2) | 224.71 | (2.2) | (693.1) | (723.7) | (2,098.5) |
Results from operating activities | 479.6 | 206.6 | (19.1) | 118.3 | 16.7 | 802.1 |
Income tax (expense) / income | (33.0) | (44.6) | 2.3 | (30.2) | (1.6) | (107.1) |
Net result on sale | 2,392.9 | 1,769.0 | 776.2 | - | - | 4,938.1 |
Profit / (loss) from discontinued operations, net of tax | 2,740.4 | 1,845.0 | 763.3 | (1.7) | 14.0 | 5,361.0 |
The following disclosure relates solely to the period prior to the divestment of Fertiglobe in 2024.
In 2024, the Group was at risk of a top-up tax for the activities held by the Fertiglobe group due to respective source jurisdictions having a potential effective tax rate below 15% as determined under the Pillar Two rules. As the Pillar Two rules allow for a levy by the source jurisdiction under the so-called Qualifying Domestic Minimum Top-up Tax as well as by an intermediate holding jurisdiction under the Partially Owned Parent Entity rules.
Fertiglobe was subject to top-up tax in Algeria, where Sorfert's export activities were exempt, and Egypt, where EBIC operated in a tax-free zone. The pro-rated top-up tax due by OCI N.V. in the Netherlands for 2024 was limited to the top-up tax related to indirect ownership of OCI in EBIC SAE for the period of 1 January 2024 up to the closing of the divestment of Fertiglobe on 15 October 2024. After which date, Fertiglobe was responsible in full for its Pillar Two position taking into consideration the tax position of its new majority shareholder ADNOC. The Group had accrued for USD 0.5 million as a Pillar Two tax expense for the period in 2024 before the sale of Fertiglobe.
On 23 November 2025, OCI entered into an agreement with Agrofert, a.s. for the sale of 100% of its equity interests in OCI Ammonia Holding B.V., which includes OCI's Netherlands-based ammonia distribution business and the terminal in Rotterdam (together, the 'Ammonia distribution business'), for a total consideration of EUR 290 million (USD 340.3 million) before customary closing adjustments. The entities in scope of this sale agreement are classified as held for sale but do not meet the criteria for discontinued operations per IFRS 5. The transaction closed on 31 March 2026. Please refer to note 33 Subsequent events for further details.
On 8 September 2024, the Group entered into an agreement to sell its 100% stake in its Methanol business to Methanex Corp for USD 2.05\u00a0billion, split as USD 1.19\u00a0billion in cash (before net working capital and net indebtedness adjustments) and 9.9\u00a0million Methanex shares. The sale of the Group's indirect 50% stake in the Natgasoline LLC was included as part of this transaction.
The transaction closed on 27 June 2025 for total cash proceeds of USD 1.29\u00a0billion and 9.9\u00a0million shares in Methanex. Refer to note 22.3 Sale of the Methanol business.
In March 2025, OCI Nitrogen B.V. (\"OCIN\"), together with other sellers, completed the sale of its stake in Circle Infra Partners B.V. (previously, Sitech Services B.V.), to Basalt Infrastructure Partners.
OCIN's investment in Circle Infra Partners B.V. was recorded as assets held for sale. The carrying value at the time of the sale was EUR\u00a015.5\u00a0million (USD 16.1\u00a0million).
On 29 August 2024, the Group closed on its of 100% of the equity interests in Iowa Fertilizer Company LLC (\u201cIFCo\u201d) to Koch Ag & Energy Solutions (\u201cKoch\u201d). In 2025, the results from the sale of IFCo are presented as part of the Discontinued Nitrogen segment. IFCo is presented as part of the Nitrogen US segment and classified as discontinued operations in the comparative period. In Q1 2025, OCI and Koch agreed on a final settlement related to the sale. The change in the gain on the sale of IFCo in 2025 relates to this final settlement between parties and the realization of transaction expenses.
In connection with the sale of IFCo, the Group provided certain tax-related indemnities to Koch. The sale agreement does not have a specified time limitation in respect of these indemnities. Based on the assessment of the underlying tax positions, management's best estimate of the maximum likely exposure is nil.
On 15 October 2024, the Group closed on its sale of its 50% + 1 share stake in Fertiglobe PLC to the Abu Dhabi National Oil Company P.J.S.C. (\u201cADNOC\u201d). In 2025, the results from the sale of Fertiglobe are presented as part of the Discontinued Nitrogen segment. Fertiglobe is presented as its own reportable segment and classified as discontinued operations in the comparative period.
For a description of updates surrounding post-closing matters, including the consideration held in escrow, indemnifications, and the earn-out mechanism, see note 22.4 Estimate of Fertiglobe Indemnifications and Earn-Out Mechanism.
On 30 September 2024, the Group closed on its sale of 100% of its equity interests in the Clean Ammonia project under construction in Beaumont, Texas (\u201cOCI Clean Ammonia\u201d to Woodside Energy Group Ltd (\u201cWoodside\u201d)).
OCI was acting as project administrator from the execution of the sale until 25 March 2026, when construction was completed. As part of the sale agreement, OCI has a financial obligation to pay for the remaining capex and costs to completion. Refer to note 20 Trade and other payables for more information on the contractual liabilities to fund the remaining costs of the project.
On 25 March 2026, 100% of the equity interests in OCI Clean Ammonia M&O LLC, the subsidiary acting as employer of the operations team on the project, transferred from OCI to Woodside under the terms of the sale agreement between parties. This entity is therefore reflected in discontinued operations / held for sale. Please refer to note 33 Subsequent events for further details.
In December 2024, OCI Iowa Inc. and Dakota Gasification Company, the shareholders of N-7 LLC, agreed to take action to dissolve N-7. N-7 was the marketing and trading entity responsible for selling the output of IFCo and ammonia volumes from OCI Beaumont, amongst other business. As of 31 December 2025, N-7 is in the winding up process and the entity is dormant.
The decision to dissolve N-7 in 2024 and the subsequent cessation of all business activity results in this entity meeting the criteria to be classified as discontinued operations. As N-7 is not being sold to a third party, the entity does not meet the criteria of IFRS 5 to be classified as held for sale. The remaining balance sheet items of N-7 are included in the consolidated statement of financial position.
Stranded costs are presented as discontinuing operations if there is a legal agreement for the underlying contracts or activities to transfer to the respective buyer(s) after the sale(s). Therefore, stranded cost at the corporate level typically do not qualify as discontinued operations.
Management is evaluating opportunities to reduce or eliminate stranded costs after the above (anticipated) disposals.
In the 31 December 2025 consolidated statement of financial position, the assets and liabilities of OCI Clean Ammonia M&O LLC and the entities within the scope of Ammonia distribution business have been classified as held for sale:
2025 | Ammonia distribution business | OCI Clean Ammonia M&O LLC | Total |
|---|---|---|---|
Property, plant and equipment | 57.3 | - | 57.3 |
Right of use assets | 14.8 | - | 14.8 |
Goodwill and other intangible assets | 18.4 | - | 18.4 |
Trade and other receivables | 17.5 | 9.3 | 26.8 |
Deferred tax assets | 8.8 | - | 8.8 |
Inventories | 12.9 | - | 12.9 |
Total assets of disposal group held for sale | 129.7 | 9.3 | 139.0 |
2025 | Ammonia distribution business | OCI Clean Ammonia M&O LLC | Total |
|---|---|---|---|
Loans and borrowings | 9.7 | - | 9.7 |
Lease obligations | 14.8 | - | 14.8 |
Trade and other payables | 22.0 | 6.3 | 28.3 |
Total liabilities of disposal group held for sale | 46.5 | 6.3 | 52.8 |
In the 31 December 2024 consolidated statement of financial position, the assets and liabilities of the Methanol business (including Natgas), OCI Clean Ammonia M&O LLC, and OCIN's investment in Circle Infra Partners B.V. were classified as held for sale:
2024 | Methanol business | Other | Total |
|---|---|---|---|
Property, plant and equipment | 313.5 | - | 313.5 |
Right of use assets | 13.7 | - | 13.7 |
Goodwill and other intangible assets | 29.1 | - | 29.1 |
Trade and other receivables | 180.8 | 3.81 | 184.6 |
Equity-accounted investees | 283.9 | 16.12 | 300.0 |
Deferred tax assets | 6.8 | - | 6.8 |
Inventories | 67.0 | - | 67.0 |
Cash and cash equivalents | 1.2 | - | 1.2 |
Total assets of disposal group held for sale | 896.0 | 19.9 | 915.9 |
2024 | Methanol business | Other | Total |
|---|---|---|---|
Lease obligations | 23.4 | - | 23.4 |
Trade and other payables | 201.2 | 2.51 | 203.7 |
Deferred tax liabilities | 34.5 | - | 34.5 |
Income tax payables | 2.4 | - | 2.4 |
Other liabilities | 3.8 | - | 3.8 |
Total liabilities of disposal group held for sale | 265.3 | 2.5 | 267.8 |
The sale of the Methanol business to Methanex Corporation (\u201cMethanex\u201d) was completed on 27 June 2025. The divestiture includes 100% of the equity interests in the fully-owned Methanol business in the EU and US, the 50% indirect ownership interest in Natgasoline LLC, and the respective holding companies.\u00a0 The assets and liabilities of the Methanol business, which have been reported as held for sale since September 2024, were derecognized from the consolidated statement of financial position on 27 June 2025.
The total consideration from the sale is the made up of cash consideration and consideration in the form of Methanex shares received at closing.
Cash consideration is measured as the net/sum of the actual cash received based on estimated Net Working Capital and Net Indebtedness of the businesses sold as at the date of closing, and the final settlement between the parties based on the actual balance sheet at closing. The final settlement was completed in December 2025.
OCI received at the time of the sale 9.9\u00a0million common shares in Methanex, representing 12.9% of total share ownership. The shares in Methanex represent an equity investment measured at FVOCI upon election by the Group. The fair value of share consideration received is evidenced by the quoted share price as at closing (i.e. level 1). Subsequent to year-end, a portion of this investment in Methanex was sold for cash proceeds. Please refer to note 33 Subsequent events.
In connection with the sale of the Methanol business, the Group provided certain tax-related indemnities to Methanex Corp. These indemnities remain in effect until June 2028. Based on the assessment of the relevant underlying tax positions and the information available at the reporting date, management's best estimate of the maximum likely exposure under these indemnification arrangements is nil.
$ millions | Methanol business |
|---|---|
Cash consideration | 1,289.8 |
Share consideration | 346.3 |
Total consideration | 1,636.1 |
Carrying amount of net assets sold | (827.8) |
Transaction expenses, and realization of net investment hedge and currency translation differences | (123.4) |
Gain on disposal | 684.9 |
27 June 2025 | Methanol business |
|---|---|
Assets sold | \u00a0 |
Property, plant and equipment | 389.3 |
Right of use assets | 12.8 |
Goodwill and other intangible assets | 29.2 |
Trade and other receivables | 151.1 |
Equity-accounted investees | 316.9 |
Deferred tax assets | 3.2 |
Inventories | 68.9 |
Cash and cash equivalents | 31.1 |
Other assets | 1.0 |
Total assets of disposal group sold | 1,003.5 |
27 June 2025 | Methanol business |
|---|---|
Liabilities associated with assets sold | \u00a0 |
Lease obligations | 20.9 |
Trade and other payables | 115.3 |
Deferred tax liabilities | 38.1 |
Income tax payables | 1.4 |
Total liabilities of disposal group sold | 175.7 |
As part of the Fertiglobe divestiture, a range of indemnifications and warranties were established as components of the transaction. These include both \"Non-Escrow Indemnifications\" and specific indemnifications referred to as \"Escrow Indemnifications.\"
With respect to the Escrow Indemnifications, USD 361.6 million of contingent consideration was placed in escrow at closing (\"Escrow asset\"). The receipt of any portion of this amount is contingent upon the expiration or settlement of a defined subset of indemnifications agreed within the transaction. Refer to note 3.11 Fertiglobe Escrow Indemnifications. Management's evaluation of possible outcomes and associated probabilities and the expected value of the Escrow Indemnifications (\"Escrow liability\") is that the Escrow asset will cover the Escrow liability. As such, Management does not expect to receive any proceeds from the Escrow asset. There is no change to this position since closing of the transaction.
In view of the contractual agreement and based on information currently available to us, management estimates the minimum settlement of the Escrow liability can be at least USD 100.0 million, and contractual maximum settlement is capped at USD 680.0 million (with higher amounts possible under very exceptional circumstances). At present, based on management's estimate of the potential range of outcomes and probability of scenarios occurring, and taking into account the latest information available, management's best estimate is that the Escrow Asset will cover the Escrow Liability. This assessment is periodically reviewed by Management and the Board.
The underlying indemnities and relevant circumstances are protected by strict confidentiality and non-disclosure clauses as stipulated by the contractual agreements. Further, public disclosure of the nature of the indemnities may harm the Group's position. Therefore, information surrounding the range of potential outcomes, and indications of uncertainties relating to the amount of potential future cashflows, are not disclosed. The Escrow Indemnifications remain effective until all contingencies are fully resolved, and therefore, the duration cannot be reliably determined at this time.
Regarding the remaining Non-Escrow Indemnifications, management's assessment as of the reporting date indicates that the likely exposure is nil. For these Non-Escrow Indemnifications, the applicable limitation period is the later of April 2032 or the statutory period, making it currently impossible to accurately estimate the timeframe.
Furthermore, management has assessed the impact of the earn-out mechanism for 2024 and 2025. Conditions for payment depend on commodity prices (Urea FOB Egypt to Europe) and Fertiglobe FCF were not met and therefore there is no income expected from the earn-out.
For a description of the legacy Fertiglobe indemnification related to transactions prior to 2024, see note 21:Provision for Legacy Fertiglobe indemnifications.
The following table presents the various categories of financial instruments for disposal groups classified as held for sale:
31 December 2025 | Loans and receivables / payables at amortized cost |
|---|---|
Assets | \u00a0 |
Trade and other receivables | 26.8 |
Total | 26.8 |
Liabilities | \u00a0 |
Loans and borrowings | 9.7 |
Trade and other payables | 28.3 |
Total | 38.0 |
There are no unrecognized deferred taxes at the entities classified as held for sale as of 31 December 2025.
", "dimensions": { "concept": "ifrs-full:DisclosureOfDiscontinuedOperationsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i5869": { "value": "$ millions | 2025 | 2024 |
|---|---|---|
Raw materials and consumables and finished goods | 825.0 | 766.3 |
Maintenance and repair | 44.9 | 46.1 |
Employee benefit expenses | 170.3 | 200.2 |
Depreciation, amortization and impairment | 103.8 | 107.1 |
Consultancy expenses | 46.3 | 62.0 |
Other | 43.7 | 23.3 |
Total | 1,234.0 | 1,205.0 |
Cost of sales | 1,062.3 | 973.1 |
Selling, general and administrative expenses | 171.7 | 231.9 |
Total | 1,234.0 | 1,205.0 |
The increase in raw materials and consumables and finished goods is primarily driven by the relatively higher gas prices as well as Ammonia imports following the unplanned / planned outages to mitigate supply risks in 2025. The depreciation figures above only include the depreciation incurred by the disposal groups before they were classified as held for sale. Other expenses is made up of travel expenses, IT costs, administrative expenses, transaction costs, and other one off costs.
Management classifies costs between cost of sales and selling, general and administrative expenses based on their nature.
In 2025, USD 38.9 million was recognized in cost of sales related to the sale of excess EUAs. In 2024, this amount was nil.
In 2025, SG&A costs included USD 84.7\u00a0million transaction related costs for the ongoing strategic review including legal and consultancy fees, restructuring cost, and transaction bonuses. Similarly, in 2024, the costs (including optimization and restructuring costs) for the ongoing strategic review amounted to USD 81.8\u00a0million.
For more information see section on Alternative performance measures (APM).
$ millions | 2025 | 2024 |
|---|---|---|
Wages and salaries | 89.6 | 94.8 |
Social securities | 10.7 | 16.0 |
Employee incentive plans | 36.9 | 37.4 |
Pension cost | 13.2 | 12.6 |
Share-based compensation expenses | 2.0 | 10.6 |
Other employee expenses | 17.9 | 28.8 |
Total | 170.3 | 200.2 |
During the financial year ended 31 December 2025, the number of total staff employed by the Group amounted to 761 employees (2024: 1091 employees). The number of staff employed in the Netherlands, during the financial year ended 31 December 2025, amounted to 613 employees (2024: 662 employees). The employee numbers are based on the end of the reporting period and includes total operations.
In 2025, the Group terminated all share-based incentive plans and settled all outstanding awards granted in prior years. As a result, no share-based payment arrangements remained outstanding as at 31 December 2025. The details of the awards settled in 2025 are below:
The Performance Share Unit ('PSU') plan provided for the conditional granting of shares in OCI to participants, vesting over a 3-year period. Each award came with vesting conditions dependent on relative TSR and additional performance measures, resulting in between 0% and 150% of this award being issued at the end of the 3-year performance period.
The last issuance of share units under this PSU plan was in 2024. In 2025, all outstanding share units were terminated by OCI.
Performance Share Units Plan | 2024 Grant | 2023 Grant | 2022 Grant |
|---|---|---|---|
Conditional shares granted | 238,154 | 210,873 | 170,650 |
Fair value at grant date (EUR) | 5,949,087 | 3,810,803 | 4,075,463 |
Weighted average fair value at grant date (EUR per share) | 24.98 | 18.07 | 23.88 |
Vesting period at issuance (years) | 3 | 3 | 3 |
Risk free interest rate | 3.140% | 3.230% | -0.171% |
Expected share price volatility | 40.3% | 38.8% | 44.3% |
Dividend yield | 0.0% | 0.0% | 0.0% |
Outstanding 31 December 2024 | 54,033 | 89,190 | 43,093 |
Vested in 2025 | - | - | (43,093)1 |
Cancelled in 20252 | (54,033) | (89,190) | - |
Outstanding 31 December 2025 | - | - | - |
One-Off Share Awards were granted to the CEO, CFO and CLHCO in 2022 based on 2021 performance. The One-Off Share Awards consisted of conditional stock units which each cover the value of one fully-paid OCI share. Vesting of the conditional stock units was not subject to forward-looking performance conditions, but otherwise the terms and conditions were in line with the Executive Performance Stock Unit Plan. The vesting of the One-Off Share Awards were subject to the Executive Directors\u2019 continued engagement with the Company on the third anniversary of the grant date, and were subject to a two-year holding period.
In 2025, the outstanding share awards were canceled by OCI.
One Off Share Award | 2022 Grant |
|---|---|
Conditional shares granted | 49,519 |
Fair value at grant date (EUR) | 1,736,136 |
Fair value at grant date (EUR per share) | 35.06 |
Vesting period at issuance (years) | 3 |
Dividend yield | 0.0% |
Outstanding 31 December 2024 | 30,781 |
Cancelled in 20251 | (30,781) |
Outstanding 31 December 2025 | - |
Restricted Stock Units Plan applied to the level below the Board. The Restricted Stock Units Plan comprised the conditional granting of shares in OCI. The total gross entitlement of an eligible employee under this plan was paid out partly in cash in accordance with the short-term incentive plan and partly in awards in accordance with this RSU plan. Subject to continued employment, the one third of the awards vested at the second anniversary of the grant date and two thirds on the third anniversary of the grant date. The last award under this plan was made in 2023.
In 2025, all outstanding awards were canceled in exchange for a deferred cash bonus to employees.
Restricted Stock Units Plan | 2023 Grant | 2022 Grant |
|---|---|---|
Conditional shares granted | 200,942 | 273,706 |
Fair value at grant date (EUR) | 5,895,419 | 7,762,302 |
Fair value at grant date (EUR per share) | 29.34 | 28.36 |
Vesting period at issuance (years) | 3 | 3 |
Dividend yield | 0.0% | 0.0% |
Outstanding 31 December 2024 | 152,247 | 152,630 |
Forfeited in 2025 | (9,421) | (2,436) |
Vested in 2025 | (37,274) | (90,045) |
Cancelled in 20251 | (105,552) | (60,149) |
Outstanding 31 December 2025 | - | - |
The Employee Performance Share Units Plan was similar to the Executive Director Performance Share Units Plan. Key employees were eligible. Vesting was dependent on relative TSR and additional performance measures.
The last award under this plan was in 2023. In 2025, all outstanding awards were canceled.
Employee Performance Share Units Plan | 2023 Grant |
|---|---|
Conditional shares granted | 38,422 |
Fair value at grant date (EUR) | 694,345 |
Weighted average fair value at grant date (EUR per share) | 18.07 |
Vesting period at issuance (years) | 3 |
Risk free interest rate | 3.230% |
Expected share price volatility | 38.8% |
Dividend yield | 0.0% |
Outstanding 31 December 2024 | 26,818 |
Forfeited in 2025 | (2,002) |
Cancelled in 20251 | (24,816) |
Outstanding 31 December 2025 | - |
$ millions | 2025 | 2024 |
|---|---|---|
Wages and salaries | 89.6 | 94.8 |
Social securities | 10.7 | 16.0 |
Employee incentive plans | 36.9 | 37.4 |
Pension cost | 13.2 | 12.6 |
Share-based compensation expenses | 2.0 | 10.6 |
Other employee expenses | 17.9 | 28.8 |
Total | 170.3 | 200.2 |
During the financial year ended 31 December 2025, the number of total staff employed by the Group amounted to 761 employees (2024: 1091 employees). The number of staff employed in the Netherlands, during the financial year ended 31 December 2025, amounted to 613 employees (2024: 662 employees). The employee numbers are based on the end of the reporting period and includes total operations.
In 2025, the Group terminated all share-based incentive plans and settled all outstanding awards granted in prior years. As a result, no share-based payment arrangements remained outstanding as at 31 December 2025. The details of the awards settled in 2025 are below:
The Performance Share Unit ('PSU') plan provided for the conditional granting of shares in OCI to participants, vesting over a 3-year period. Each award came with vesting conditions dependent on relative TSR and additional performance measures, resulting in between 0% and 150% of this award being issued at the end of the 3-year performance period.
The last issuance of share units under this PSU plan was in 2024. In 2025, all outstanding share units were terminated by OCI.
Performance Share Units Plan | 2024 Grant | 2023 Grant | 2022 Grant |
|---|---|---|---|
Conditional shares granted | 238,154 | 210,873 | 170,650 |
Fair value at grant date (EUR) | 5,949,087 | 3,810,803 | 4,075,463 |
Weighted average fair value at grant date (EUR per share) | 24.98 | 18.07 | 23.88 |
Vesting period at issuance (years) | 3 | 3 | 3 |
Risk free interest rate | 3.140% | 3.230% | -0.171% |
Expected share price volatility | 40.3% | 38.8% | 44.3% |
Dividend yield | 0.0% | 0.0% | 0.0% |
Outstanding 31 December 2024 | 54,033 | 89,190 | 43,093 |
Vested in 2025 | - | - | (43,093)1 |
Cancelled in 20252 | (54,033) | (89,190) | - |
Outstanding 31 December 2025 | - | - | - |
One-Off Share Awards were granted to the CEO, CFO and CLHCO in 2022 based on 2021 performance. The One-Off Share Awards consisted of conditional stock units which each cover the value of one fully-paid OCI share. Vesting of the conditional stock units was not subject to forward-looking performance conditions, but otherwise the terms and conditions were in line with the Executive Performance Stock Unit Plan. The vesting of the One-Off Share Awards were subject to the Executive Directors\u2019 continued engagement with the Company on the third anniversary of the grant date, and were subject to a two-year holding period.
In 2025, the outstanding share awards were canceled by OCI.
One Off Share Award | 2022 Grant |
|---|---|
Conditional shares granted | 49,519 |
Fair value at grant date (EUR) | 1,736,136 |
Fair value at grant date (EUR per share) | 35.06 |
Vesting period at issuance (years) | 3 |
Dividend yield | 0.0% |
Outstanding 31 December 2024 | 30,781 |
Cancelled in 20251 | (30,781) |
Outstanding 31 December 2025 | - |
Restricted Stock Units Plan applied to the level below the Board. The Restricted Stock Units Plan comprised the conditional granting of shares in OCI. The total gross entitlement of an eligible employee under this plan was paid out partly in cash in accordance with the short-term incentive plan and partly in awards in accordance with this RSU plan. Subject to continued employment, the one third of the awards vested at the second anniversary of the grant date and two thirds on the third anniversary of the grant date. The last award under this plan was made in 2023.
In 2025, all outstanding awards were canceled in exchange for a deferred cash bonus to employees.
Restricted Stock Units Plan | 2023 Grant | 2022 Grant |
|---|---|---|
Conditional shares granted | 200,942 | 273,706 |
Fair value at grant date (EUR) | 5,895,419 | 7,762,302 |
Fair value at grant date (EUR per share) | 29.34 | 28.36 |
Vesting period at issuance (years) | 3 | 3 |
Dividend yield | 0.0% | 0.0% |
Outstanding 31 December 2024 | 152,247 | 152,630 |
Forfeited in 2025 | (9,421) | (2,436) |
Vested in 2025 | (37,274) | (90,045) |
Cancelled in 20251 | (105,552) | (60,149) |
Outstanding 31 December 2025 | - | - |
The Employee Performance Share Units Plan was similar to the Executive Director Performance Share Units Plan. Key employees were eligible. Vesting was dependent on relative TSR and additional performance measures.
The last award under this plan was in 2023. In 2025, all outstanding awards were canceled.
Employee Performance Share Units Plan | 2023 Grant |
|---|---|
Conditional shares granted | 38,422 |
Fair value at grant date (EUR) | 694,345 |
Weighted average fair value at grant date (EUR per share) | 18.07 |
Vesting period at issuance (years) | 3 |
Risk free interest rate | 3.230% |
Expected share price volatility | 38.8% |
Dividend yield | 0.0% |
Outstanding 31 December 2024 | 26,818 |
Forfeited in 2025 | (2,002) |
Cancelled in 20251 | (24,816) |
Outstanding 31 December 2025 | - |
During the financial year ended 31 December 2025, the number of total staff employed by the Group amounted to 761 employees (2024: 1091 employees). The number of staff employed in the Netherlands, during the financial year ended 31 December 2025, amounted to 613 employees (2024: 662 employees). The employee numbers are based on the end of the reporting period and includes total operations.
", "dimensions": { "concept": "ifrs-full:DisclosureOfInformationAboutEmployeesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "countryofincorporation-inlinetag-i5954": { "value": "the Netherlands", "dimensions": { "concept": "ifrs-full:CountryOfIncorporation", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i5958": { "value": "In 2025, the Group terminated all share-based incentive plans and settled all outstanding awards granted in prior years. As a result, no share-based payment arrangements remained outstanding as at 31 December 2025. The details of the awards settled in 2025 are below:
The Performance Share Unit ('PSU') plan provided for the conditional granting of shares in OCI to participants, vesting over a 3-year period. Each award came with vesting conditions dependent on relative TSR and additional performance measures, resulting in between 0% and 150% of this award being issued at the end of the 3-year performance period.
The last issuance of share units under this PSU plan was in 2024. In 2025, all outstanding share units were terminated by OCI.
Performance Share Units Plan | 2024 Grant | 2023 Grant | 2022 Grant |
|---|---|---|---|
Conditional shares granted | 238,154 | 210,873 | 170,650 |
Fair value at grant date (EUR) | 5,949,087 | 3,810,803 | 4,075,463 |
Weighted average fair value at grant date (EUR per share) | 24.98 | 18.07 | 23.88 |
Vesting period at issuance (years) | 3 | 3 | 3 |
Risk free interest rate | 3.140% | 3.230% | -0.171% |
Expected share price volatility | 40.3% | 38.8% | 44.3% |
Dividend yield | 0.0% | 0.0% | 0.0% |
Outstanding 31 December 2024 | 54,033 | 89,190 | 43,093 |
Vested in 2025 | - | - | (43,093)1 |
Cancelled in 20252 | (54,033) | (89,190) | - |
Outstanding 31 December 2025 | - | - | - |
One-Off Share Awards were granted to the CEO, CFO and CLHCO in 2022 based on 2021 performance. The One-Off Share Awards consisted of conditional stock units which each cover the value of one fully-paid OCI share. Vesting of the conditional stock units was not subject to forward-looking performance conditions, but otherwise the terms and conditions were in line with the Executive Performance Stock Unit Plan. The vesting of the One-Off Share Awards were subject to the Executive Directors\u2019 continued engagement with the Company on the third anniversary of the grant date, and were subject to a two-year holding period.
In 2025, the outstanding share awards were canceled by OCI.
One Off Share Award | 2022 Grant |
|---|---|
Conditional shares granted | 49,519 |
Fair value at grant date (EUR) | 1,736,136 |
Fair value at grant date (EUR per share) | 35.06 |
Vesting period at issuance (years) | 3 |
Dividend yield | 0.0% |
Outstanding 31 December 2024 | 30,781 |
Cancelled in 20251 | (30,781) |
Outstanding 31 December 2025 | - |
Restricted Stock Units Plan applied to the level below the Board. The Restricted Stock Units Plan comprised the conditional granting of shares in OCI. The total gross entitlement of an eligible employee under this plan was paid out partly in cash in accordance with the short-term incentive plan and partly in awards in accordance with this RSU plan. Subject to continued employment, the one third of the awards vested at the second anniversary of the grant date and two thirds on the third anniversary of the grant date. The last award under this plan was made in 2023.
In 2025, all outstanding awards were canceled in exchange for a deferred cash bonus to employees.
Restricted Stock Units Plan | 2023 Grant | 2022 Grant |
|---|---|---|
Conditional shares granted | 200,942 | 273,706 |
Fair value at grant date (EUR) | 5,895,419 | 7,762,302 |
Fair value at grant date (EUR per share) | 29.34 | 28.36 |
Vesting period at issuance (years) | 3 | 3 |
Dividend yield | 0.0% | 0.0% |
Outstanding 31 December 2024 | 152,247 | 152,630 |
Forfeited in 2025 | (9,421) | (2,436) |
Vested in 2025 | (37,274) | (90,045) |
Cancelled in 20251 | (105,552) | (60,149) |
Outstanding 31 December 2025 | - | - |
The Employee Performance Share Units Plan was similar to the Executive Director Performance Share Units Plan. Key employees were eligible. Vesting was dependent on relative TSR and additional performance measures.
The last award under this plan was in 2023. In 2025, all outstanding awards were canceled.
Employee Performance Share Units Plan | 2023 Grant |
|---|---|
Conditional shares granted | 38,422 |
Fair value at grant date (EUR) | 694,345 |
Weighted average fair value at grant date (EUR per share) | 18.07 |
Vesting period at issuance (years) | 3 |
Risk free interest rate | 3.230% |
Expected share price volatility | 38.8% |
Dividend yield | 0.0% |
Outstanding 31 December 2024 | 26,818 |
Forfeited in 2025 | (2,002) |
Cancelled in 20251 | (24,816) |
Outstanding 31 December 2025 | - |
$ millions | 2025 | 2024 |
|---|---|---|
Gain from sale of associates | 30.2 | - |
Other | 5.2 | 5.8 |
Total | 35.4 | 5.8 |
Gain from sale of associates primarily relates to the sale of Circle Infra Partners in 2025. Refer to 22 Discontinued operations and assets & liabilities held for sale for further details of the sale.
$ millions | 2025 | 2024 |
|---|---|---|
Other | 0.1 | 7.0 |
Total | 0.1 | 7.0 |
Other expenses of USD 7.0 million in 2024 is related to minimum dividend payments agreed with non controlling shareholders in the Methanol Group. OCI purchased the minority stake in the Methanol Group from these non-controlling shareholders in 2024. Reference is made to note 17 Non-controlling interests.
", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherOperatingIncomeExpenseExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i6162": { "value": "$ millions | 2025 | 2024 |
|---|---|---|
Gain from sale of associates | 30.2 | - |
Other | 5.2 | 5.8 |
Total | 35.4 | 5.8 |
Gain from sale of associates primarily relates to the sale of Circle Infra Partners in 2025. Refer to 22 Discontinued operations and assets & liabilities held for sale for further details of the sale.
", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherOperatingIncomeExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i6180": { "value": "$ millions | 2025 | 2024 |
|---|---|---|
Other | 0.1 | 7.0 |
Total | 0.1 | 7.0 |
Other expenses of USD 7.0 million in 2024 is related to minimum dividend payments agreed with non controlling shareholders in the Methanol Group. OCI purchased the minority stake in the Methanol Group from these non-controlling shareholders in 2024. Reference is made to note 17 Non-controlling interests.
", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherOperatingExpenseExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i6225": { "value": "$ millions | 2025 | 2024 |
|---|---|---|
Interest income and other financing income on loans and receivables | 54.7 | 54.3 |
Derivatives gain | - | 2.6 |
Finance income | 54.7 | 56.9 |
Interest expense and other financing costs on financial liabilities measured at amortized cost | (47.6) | (89.3) |
Modification loss on 2033 bonds tender | (72.5) | - |
Derivatives loss | (15.8) | (11.1) |
Finance cost | (135.9) | (100.4) |
Net foreign exchange (loss) / gain | (167.2) | 113.5 |
Net finance (cost) / income recognized in profit or loss | (248.4) | 70.0 |
Interest income and other financing income on loans and receivables primarily relate to interest earned on cash deposits generated from the disposal of the Fertiglobe, IFCo, Clean Ammonia and the Methanol business. Reference is made to note 22 Discontinued operations and assets & liabilities held for sale.
Interest expense and other financing costs on financial liabilities measured at amortized cost primarily consist of interest expense on third-party loans and borrowings. Furthermore, the group also recorded modification loss of USD 72.5 million as a result of tender of 2033 bonds. The cash outflow related to this tender is classified as financing activities in the consolidated statement of cash flows. For the interest expense related to lease obligations, reference is made to note 19 Lease obligations.
In 2025, the net foreign exchange loss of USD 167.2 million is driven by the impact of depreciation of the US Dollar against the Euro primarily on USD-denominated cash and bonds held in entities with a EUR\u00a0functional currency. This compares to a net foreign exchange gain of USD 113.5 million in 2024 as a result of appreciation of the US Dollar appreciated against the Euro.
The losses on derivative instruments relates to derivatives where hedge accounting is not applied. These instruments are mandatorily measured at fair value through profit or loss.
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceIncomeExpenseExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i6226": { "value": "$ millions | 2025 | 2024 |
|---|---|---|
Interest income and other financing income on loans and receivables | 54.7 | 54.3 |
Derivatives gain | - | 2.6 |
Finance income | 54.7 | 56.9 |
Interest expense and other financing costs on financial liabilities measured at amortized cost | (47.6) | (89.3) |
Modification loss on 2033 bonds tender | (72.5) | - |
Derivatives loss | (15.8) | (11.1) |
Finance cost | (135.9) | (100.4) |
Net foreign exchange (loss) / gain | (167.2) | 113.5 |
Net finance (cost) / income recognized in profit or loss | (248.4) | 70.0 |
Interest income and other financing income on loans and receivables primarily relate to interest earned on cash deposits generated from the disposal of the Fertiglobe, IFCo, Clean Ammonia and the Methanol business. Reference is made to note 22 Discontinued operations and assets & liabilities held for sale.
Interest expense and other financing costs on financial liabilities measured at amortized cost primarily consist of interest expense on third-party loans and borrowings. Furthermore, the group also recorded modification loss of USD 72.5 million as a result of tender of 2033 bonds. The cash outflow related to this tender is classified as financing activities in the consolidated statement of cash flows. For the interest expense related to lease obligations, reference is made to note 19 Lease obligations.
In 2025, the net foreign exchange loss of USD 167.2 million is driven by the impact of depreciation of the US Dollar against the Euro primarily on USD-denominated cash and bonds held in entities with a EUR\u00a0functional currency. This compares to a net foreign exchange gain of USD 113.5 million in 2024 as a result of appreciation of the US Dollar appreciated against the Euro.
The losses on derivative instruments relates to derivatives where hedge accounting is not applied. These instruments are mandatorily measured at fair value through profit or loss.
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceIncomeExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i6227": { "value": "$ millions | 2025 | 2024 |
|---|---|---|
Interest income and other financing income on loans and receivables | 54.7 | 54.3 |
Derivatives gain | - | 2.6 |
Finance income | 54.7 | 56.9 |
Interest expense and other financing costs on financial liabilities measured at amortized cost | (47.6) | (89.3) |
Modification loss on 2033 bonds tender | (72.5) | - |
Derivatives loss | (15.8) | (11.1) |
Finance cost | (135.9) | (100.4) |
Net foreign exchange (loss) / gain | (167.2) | 113.5 |
Net finance (cost) / income recognized in profit or loss | (248.4) | 70.0 |
Interest income and other financing income on loans and receivables primarily relate to interest earned on cash deposits generated from the disposal of the Fertiglobe, IFCo, Clean Ammonia and the Methanol business. Reference is made to note 22 Discontinued operations and assets & liabilities held for sale.
Interest expense and other financing costs on financial liabilities measured at amortized cost primarily consist of interest expense on third-party loans and borrowings. Furthermore, the group also recorded modification loss of USD 72.5 million as a result of tender of 2033 bonds. The cash outflow related to this tender is classified as financing activities in the consolidated statement of cash flows. For the interest expense related to lease obligations, reference is made to note 19 Lease obligations.
In 2025, the net foreign exchange loss of USD 167.2 million is driven by the impact of depreciation of the US Dollar against the Euro primarily on USD-denominated cash and bonds held in entities with a EUR\u00a0functional currency. This compares to a net foreign exchange gain of USD 113.5 million in 2024 as a result of appreciation of the US Dollar appreciated against the Euro.
The losses on derivative instruments relates to derivatives where hedge accounting is not applied. These instruments are mandatorily measured at fair value through profit or loss.
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceCostExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i6344": { "value": "$ millions | 2025 | 2024 |
|---|---|---|
i. Basic | \u00a0 | \u00a0 |
Continuing Operations | \u00a0 | \u00a0 |
Net profit / (loss) attributable to shareholders | (343.7) | (163.5) |
Weighted average number of ordinary shares (basic) | 210,957,658 | 211,042,635 |
Basic earnings per ordinary share - continuing operations | (1.629) | (0.775) |
Discontinued Operations | \u00a0 | \u00a0 |
Net profit / (loss) attributable to shareholders | 527.4 | 5,142.3 |
Weighted average number of ordinary shares (basic) | 210,957,658 | 211,042,635 |
Basic earnings per ordinary share - discontinued operations | 2.500 | 24.366 |
Total operations | \u00a0 | \u00a0 |
Net profit / (loss) attributable to shareholders | 183.7 | 4,978.8 |
Weighted average number of ordinary shares (basic) | 210,957,658 | 211,042,635 |
Basic earnings per ordinary share - total operations | 0.871 | 23.591 |
| \u00a0 | \u00a0 | \u00a0 |
ii. Diluted | \u00a0 | \u00a0 |
Continuing Operations | \u00a0 | \u00a0 |
Net profit / (loss) attributable to shareholders | (343.7) | (163.5) |
Weighted average number of ordinary shares (diluted) | 210,957,658 | 211,591,428 |
Diluted earnings per ordinary share - continuing operations | (1.629) | (0.775) |
Discontinued Operations | \u00a0 | \u00a0 |
Net profit / (loss) attributable to shareholders | 527.4 | 5,142.3 |
Weighted average number of ordinary shares (diluted) | 210,957,658 | 211,591,428 |
Diluted earnings per ordinary share - discontinued operations | 2.500 | 24.305 |
Total operations | \u00a0 | \u00a0 |
Net profit / (loss) attributable to shareholders | 183.7 | 4,978.8 |
Weighted average number of ordinary shares (diluted) | 210,957,658 | 211,591,428 |
Diluted earnings per ordinary share - total operations | 0.871 | 23.530 |
Shares | 2025 | 2024 |
|---|---|---|
Issued ordinary shares at the beginning of the period | 211,357,989 | 210,997,647 |
Effect of treasury shares held | (400,331) | (272,034) |
Effect of shares issued during the period | - | 317,022 |
Weighted average number of ordinary shares outstanding as per 31 December | 210,957,658 | 211,042,635 |
Adjustment for assumed equity-settled share-based compensation | - | 548,793 |
Weighted average number of ordinary shares outstanding (diluted) as per 31 December | 210,957,658 | 211,591,428 |
OCI\u2019s reportable segments are consistent with how the Chief Operating Decision Maker (\u2018CODM\u2018) manages the business operations and views the markets he/she serves. The reportable segments are: Methanol US, Methanol Europe, and Nitrogen Europe. The organizational structure of the segments is based on a number of factors that the CODM uses to evaluate, view, and direct business operations.
The Company derives the results of the business segments directly from its internal management reporting system. All segments are managed separately because they require different operating strategies and use their own assets and employees. The entities grouped together in each segment have similar regulatory environments, macroeconomic conditions, banking, insurance and public utilities.
In 2025, the Group had two revenue streams from contracts with customers that relate to the sale of goods, namely, Nitrogen and Methanol.
Segment revenues includes revenues from sales to external customers and intersegment revenues. Intersegment transactions are included in the totals presented per reportable segment and are eliminated in the reconciliation of these balances to the financial statements.
EBITDA, Adjusted EBITDA and profit / (loss) are the primary performance measure used by our CODM to evaluate operating results and allocate capital resources among segments. These are also the profitability measures used to set management and executive incentive compensation goals. Included in the \u2018Other\u2019 segment is share-based compensation and certain corporate general and administrative expenses that are not allocated to the segments. Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be reasonably and consistently re-allocated.
A summary description of each reportable segment is as follows:
This segment consists of OCI Beaumont (OCIB), Natgasoline LLC, the trading entity OCI Methanol Marketing LLC (OMM US) and OCI USA Inc., an entity that serves as the US corporate income tax payer for OCIB and OMM US.
OCI Beaumont is an integrated methanol and ammonia production facility that is strategically located on the Texas Gulf Coast near Beaumont. Natgasoline LLC is a world-scale methanol production complex in Beaumont, Texas. OCI and the other direct shareholder, Consolidated Energy Limited (CEL)/G2X (a subsidiary of the Proman Group), each owned 50% stakes prior to the MetCo transaction.
Natgasoline LLC is an equity-accounted investee of the Group, reference is made to note 10 Equity-accounted investees. Due to the similarities in regulatory environment, products and customer base, this equity-accounted investee has been included in the \u2018Methanol US\u2019 segment on a proportionally consolidated basis. The elimination column is used to eliminate the proportionally consolidated figures of Natgasoline LLC that are included in the US Methanol segment and to include the investment in, and results from, Natgasoline LLC (associate) and thereby reconcile to the Group's reported figures.
OCIB and Natgasoline LLC sell mainly domestically; primarily to industrial customers in and around the US Gulf Coast through pipeline connections to adjacent customers, port access with dedicated methanol and ammonia import / export jetties, and truck loading facilities for both methanol and ammonia. OMM US is a trading entity that sells products produced by OCIB and Natgasoline LLC.
This segment consists of BioMCN, located at Delfzijl in the Netherlands, OCI Fuels Ltd, OCI Fuels B.V. and OCI Methanol Marketing B.V. (OMM EU). BioMCN is one of Europe's largest methanol producing plants. BioMCN produces two types of methanol: bio-methanol and regular (also known as grey) methanol.
OCI Fuels is a trading entity that supplies biogas, which is processed into bio-methanol and bio-fuel, and sells the bio-methanol products produced by BioMCN. OMM EU is a trading entity that sells grey methanol products produced by BioMCN.
The Methanol business (comprising Methanol US and Methanol Europe) was sold to Methanex Corporation as part of the MetCo transaction, which closed on 27 June 2025. Refer to section 22 Discontinued operations and assets & liabilities held for sale. As part of the consideration, the Group received approximately 9.9 million shares in Methanex Corporation. The fair value of these shares is presented within total assets under the \u201cOther\u201d segment.
This segment consists of OCI Nitrogen (OCIN), OCI Terminal Europoort B.V and OCI Ammonia Distribution B.V. OCI Nitrogen is Europe's second-largest integrated nitrates fertilizer producer and the world's largest melamine producer with production site in Geleen, the Netherlands. OCI Terminal Europoort B.V. provides storage and shipment services of ammonia through at their location in Rotterdam, the Netherlands. OCI Ammonia Distribution B.V is OCI\u2019s ammonia distribution platform, serving third party off-site European customers.
On 23 November 2025, OCI entered into an agreement for the sale of 100% of its equity interests in the OCI Ammonia Holding B.V, the parent entity of OCI Terminal Europoort B.V. and OCI Ammonia Distribution B.V., to AGROFERT, a.s. The entities included in this sale agreement do not meet the criteria for discontinued operations under IFRS 5 and are therefore presented within the Nitrogen Europe segment as part of continuing operations, however, their balance sheet figures are grouped in 'Discontinued Nitrogen' for segment reporting purposes as they qualify for held for sale classification.
This segment consists of the following -
Iowa Fertilizer Company LLC (IFCo), Iowa Intermediate Fertilizer Holding (IIFH) which serves as the US corporate income tax payer for IFCo, and N-7, the trading entity. IFCO and IIFH were both sold to Koch as part of the IFCO transaction which closed on 29 August 2024. Refer to section 22 Discontinued operations and assets & liabilities held for sale. Any income or expenses arising from finalization of settlement related to these entities are presented under \"Discontinued Nitrogen\" segment in 2025. During the comparative period 2024, these entities were presented under \"Nitrogen US\" segment.
Egyptian Fertilizers Company (EFC), Egypt Basic Industries Corporation (EBIC), Sorfert Algerie (Sorfert), Ruwais Fertilizer Industries LLC (Fertil), Fertiglobe Distribution (FD), Fertiglobe Fertilizer Trading (FFT, previously OCI Fertilizer Trading), OCI Fertilizer Trade and Supply (OFTS), Fertiglobe plc and OCI S.A.E. The divestiture of 50% + 1 share of the equity interests of Fertiglobe PLC to Abu Dhabi National Oil Company P.J.S.C. (\u201cADNOC\u201d) was completed on October 15th 2024. Refer to section 22 Discontinued operations and assets & liabilities held for sale. Any income or expenses arising from remeasurement of indemnities and finalization of settlement related to these entities are presented under \"Discontinued Nitrogen\" segment in 2025. During the comparative period 2024, these entities were presented under \"Fertiglobe\" segment.
OCI and its partner, Dakota Gasification Company, agreed to the dissolution of N-7 in December 2024. N-7 is presented as part of discontinued operations in the statement of profit or loss. As N-7 is not being sold to a third party, it does not meet the criteria to be classified as held for sale in the statement of financial position. N-7 is in the winding up process. N-7's contribution to the profit and loss of the Group is included in the 'Discontinued Nitrogen' segment, however its balance sheet figures are grouped in 'Other - Continuing operations' for segment reporting purposes.
As noted above, the balance sheet figures of entities under the scope of Ammonia distribution business sale are grouped in \"Discontinued Nitrogen\" for segment reporting purposes.
The Clean Ammonia segment consists of OCI Clean Ammonia LLC, sold to Woodside on 30 September 2024, OCI Clean Ammonia M&O LLC, transferred to Woodside on 25 March 2026, and OCI Clean Ammonia CM LLC, a wholly-owned subsidiary of OCI created to support OCI's responsibilities related to construction on the plant. Refer to section 22 Discontinued operations and assets & liabilities held for sale and 33 Subsequent events.
As OCI Clean Ammonia CM LLC is not being sold to a third party, it does not meet the criteria to be classified as held for sale in the statement of financial position. Its contribution to the profit and loss of the Group is included in the 'Clean Ammonia - discontinued' segment, however its balance sheet figures are grouped in 'Other - Continuing operations' for segment reporting purposes.
This segment consists of all remaining entities of the Group, which are mainly holding companies. The balance sheet metrics for the 'Other - Continuing' segment include N-7 and OCI Clean Ammonia CM LLC as they are classified as discontinuing operations in the statement of profit or loss but do not meet the criteria to be classified as assets held for sale in the statement of financial position.
2025 | Nitrogen EU | Other1 | Group Elimination | Continuing operations | Discontinued Nitrogen2 | Methanol US3 | Methanol EU | Clean Ammonia | Group Elimination | Discontinued operations | Total for reporting |
|---|---|---|---|---|---|---|---|---|---|---|---|
Total revenues | 1,086.0 | - | - | 1,086.0 | 11.9 | 334.0 | 186.5 | 44.5 | (58.1) | 518.8 | 1,604.8 |
EBITDA4 | 94.3 | (103.2) | - | (8.9) | 0.9 | 126.2 | 0.2 | 2.7 | (87.7) | 42.3 | 33.4 |
Adjusted EBITDA4 | 87.3 | (40.9) | - | 46.4 | 1.2 | 73.3 | (5.0) | 2.7 | 3.0 | 75.2 | 121.6 |
Share of results of equity-accounted investees | 4.5 | - | - | 4.5 | - | - | - | - | 37.0 | 37.0 | 41.5 |
Gain on disposal of subsidiary | - | - | - | - | 20.5 | 684.9 | - | (241.3) | - | 464.1 | 464.1 |
Depreciation, amortization and impairment5 | (100.8) | (3.0) | - | (103.8) | (0.7) | (35.9) | - | - | 35.9 | (0.7) | (104.5) |
Finance income | 1.8 | 58.5 | (5.6) | 54.7 | 0.1 | 0.7 | 0.9 | - | (0.9) | 0.8 | 55.5 |
Finance expense | (15.3) | (126.2) | 5.6 | (135.9) | (0.2) | (2.0) | (1.9) | - | 0.7 | (3.4) | (139.3) |
Net foreign exchange gain / (loss) | (0.5) | (166.7) | - | (167.2) | - | - | 2.7 | - | - | 2.7 | (164.5) |
Income tax benefit / (expense) | 14.1 | (1.2) | - | 12.9 | - | (14.6) | (0.6) | (0.6) | 0.5 | (15.3) | (2.4) |
Net (loss) / profit | (1.9) | (341.8) | - | (343.7) | 20.6 | 759.3 | 1.3 | (239.2) | (14.5) | 527.5 | 183.8 |
Equity-accounted investees | 44.6 | - | - | 44.6 | - | - | - | - | - | - | 44.6 |
Capital expenditures non-current assets | 109.1 | 1.9 | - | 111.0 | - | 76.9 | 0.7 | - | (1.8) | 75.8 | 186.8 |
Total assets | 704.5 | 995.96 | - | 1,700.4 | 129.77 | - | - | 9.3 | - | 139.0 | 1,839.4 |
2024 | Nitrogen EU | Other1 | Group Elimination | Continuing operations | Nitrogen US | Fertiglobe | Methanol US2 | Methanol EU | Clean Ammonia | Group Elimination | Discontinued operations | Total for reporting |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
Total revenues | 976.5 | - | (1.4) | 975.1 | 763.0 | 1,578.7 | 711.2 | 405.2 | 9.0 | (358.4) | 3,108.7 | 4,083.8 |
EBITDA3 | 58.2 | (183.7) | - | (125.5) | 234.9 | 476.9 | 205.4 | 19.4 | (18.5) | (42.0) | 876.1 | 750.6 |
Adjusted EBITDA3 | 54.9 | (86.8) | - | (31.9) | 201.9 | 495.9 | 133.9 | 19.8 | 0.4 | 5.8 | 857.7 | 825.8 |
Share of results of equity-accounted investees | 5.1 | - | - | 5.1 | - | - | - | - | - | (76.2) | (76.2) | (71.1) |
Gain on disposal of subsidiary | - | - | - | - | 1,769.0 | 2,392.9 | - | - | 776.2 | - | 4,938.1 | 4,938.1 |
Depreciation, amortization and impairment4 | (88.5) | (18.6) | - | (107.1) | (11.4) | - | (151.8) | (0.4) | (0.6) | 90.2 | (74.0) | (181.1) |
Finance income | 10.8 | 97.4 | (51.3) | 56.9 | 2.0 | 12.5 | 3.7 | 3.7 | - | (3.6) | 18.3 | 75.2 |
Finance expense | (13.3) | (138.5) | 51.4 | (100.4) | (89.0) | (109.1) | (18.0) | (2.5) | 4.1 | 3.5 | (211.0) | (311.4) |
Net foreign exchange gain / (loss) | (0.5) | 114.0 | - | 113.5 | - | (2.6) | - | (0.6) | - | - | (3.2) | 110.3 |
Income tax (expense) / income | 8.9 | (16.5) | - | (7.6) | (46.3) | (33.1) | (27.4) | (2.4) | 2.3 | (0.2) | (107.1) | (114.7) |
Net profit / (loss) | (19.3) | (145.9) | 0.1 | (165.1) | 1,859.2 | 2,737.5 | 11.9 | 17.2 | 763.5 | (28.3) | 5,361.0 | 5,195.9 |
Equity-accounted investees | 35.2 | - | - | 35.2 | - | - | - | - | - | 284.0 | 284.0 | 319.2 |
Capital expenditures non-current assets | 57.0 | 1.5 | - | 58.5 | 39.2 | 112.8 | 89.3 | 1.0 | 361.5 | (53.1) | 550.7 | 609.2 |
Total assets | 771.5 | 2,665.35 | - | 3,436.8 | - | - | 1,361.8 | 94.6 | 3.8 | (567.5) | 892.7 | 4,329.5 |
The geographic information below analyses the Group's revenue (by destination of the goods) and non-current assets (by the Company where the activities are being operated). OCI has no single customer that represents 10% or more of revenues and therefore information about major customers is not provided.
| \u00a0 | Revenue - Continuing | Revenue - Discontinued | Non-current assets | |||
|---|---|---|---|---|---|---|
$ million | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 |
Europe | 1,057.2 | 909.1 | 176.5 | 984.8 | 540.1 | 539.6 |
Americas | 15.3 | 39.6 | 341.3 | 1,426.7 | 400.4 | 21.8 |
Africa & Middle East | 8.5 | 10.7 | - | 253.5 | 2.5 | - |
Asia & Oceania | 5.0 | 15.7 | 1.0 | 443.7 | - | - |
Total | 1,086.0 | 975.1 | 518.8 | 3,108.7 | 943.0 | 561.4 |
The key performance obligation of the OCI group is always the supply of products as specified in the contracts with customers. Possible additional performance obligations included are transportation and related cost of insurance, depending on the incoterms.
In 2025, the Group had two revenue streams from contracts with customers that relate to the supply of products i.e. Nitrogen and Methanol. Remeasurement of trade and other receivables resulted in reversal of allowance for trade receivables of USD 0.8 million, recognized in continuing operations in 2025. In 2024 an allowance for trade receivables of USD 1.5 million was recognized. (reference is made to note 6.1 Credit risk and note 9 Trade and other receivables).
Based on the IFRS 15 accounting policies adopted, the following modifications to the contracts are allowed: discounts and rebates. They are all taken into account when presenting the segment revenues. Time value of money is not considered to be relevant for the amendment of the revenue amount, as the payment terms are short.
Also, there are no non-cash considerations that would need to be disclosed separately. No information is provided about remaining performance obligations at current and comparative year end date that have an original expected duration of one year or less, as allowed by IFRS 15.
", "dimensions": { "concept": "ifrs-full:DisclosureOfEntitysReportableSegmentsExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i6871": { "value": "OCI has a committed guarantee facility with Rabobank for a maximum guarantee amount of EUR 75.0 million (USD 88.0 million). The facility is used to issue guarantees on behalf of the subsidiaries, mainly for operational purposes. Under this guarantee facility, EUR 1.2 million (USD 1.4 million) has been utilized.
OCI has an uncommitted guarantee facility for the issuance of payment undertakings with BNP Paribas for an amount of USD 25.0 million. The facility is used to issue guarantees on behalf of the subsidiaries, mainly for operational purposes. As at 31 December 2025, less than USD 1 million of this guarantee facility has been utilized.
In the normal course of business, the Group entities and associates are involved in some arbitration, commercial disputes or court cases as defendants or claimants. These litigations and commercial disputes are carefully monitored by the entities\u2019 and Group management and legal counsels, and are regularly assessed with due consideration for possible insurance coverage and recourse rights on third parties.
OCI does not expect these proceedings to result in liabilities that have a material effect on the Group's financial position.
In cases where it is probable that the outcome of the proceedings will be unfavorable, and the financial outcome can be measured reliably, a provision has been recognized in the financial statements which is disclosed in note 21 Provisions. It should be understood that, in light of possible future developments, such as (a) potential additional lawsuits, (b) possible future settlements, and (c) rulings or judgments in pending lawsuits, certain cases may result in additional liabilities and related costs.
Moreover, if and to the extent that the contingent liabilities materialize, they are typically paid over a number of years and the timing of such payments cannot be predicted with confidence.
While the outcome of said cases, claims and disputes cannot be predicted with certainty, we believe, based upon legal advice and information received, that the final outcome will not materially affect our consolidated financial position but could be material to our results of operations or cash flows in any one accounting period.
As a result of the divestments of IFCo, Fertiglobe, Clean Ammonia, and the Methanol business, the Group has provided indemnities to the respective buyers in relation to specific matters arising from the period prior to disposal.
At the reporting date, management has assessed for each of the indemnifications provided whether these arrangements give rise to a present obligation for which an outflow of resources is probable, given that their occurrence or non-occurrence is subject to one or more uncertain future events not wholly within the control of the Group.
In case an outflow is probable, management has recorded a provision under IAS\u202f37 or other relevant standards. These exposures are subject to ongoing assessment by management.
For a description of the IFCo indemnities, see note 22 Discontinued operations and assets & liabilities held for sale.
For a description of the Fertiglobe indemnities, see note 21 Provisions and note 22.4 Estimate of Fertiglobe Indemnifications and Earn-Out Mechanism.
For a description of the Clean Ammonia indemnities, see note 20 Trade and other payables.
For a description of the Methanol indemnities, see note 22.3 Sale of the Methanol business.
OCIN entered into agreements with Royal DSM N.V. for the lease of the sites (land) on which it operates its plant. These agreements have an indefinite term and include an asset dismantling obligation and the obligation to clean up environmental pollution occurred after zero measurement. These obligations have not been accounted for, since the company has no plans to end its business activities in the foreseeable future. As such the net present value is assessed as not material by the Company's management.
Capital commitments relate to purchase commitments of property, plant and equipment.
$ millions | 2025 | 2024 |
|---|---|---|
OCIN | 52.8 | 12.8 |
Total | 52.8 | 12.8 |
OCI has a committed guarantee facility with Rabobank for a maximum guarantee amount of EUR 75.0 million (USD 88.0 million). The facility is used to issue guarantees on behalf of the subsidiaries, mainly for operational purposes. Under this guarantee facility, EUR 1.2 million (USD 1.4 million) has been utilized.
OCI has an uncommitted guarantee facility for the issuance of payment undertakings with BNP Paribas for an amount of USD 25.0 million. The facility is used to issue guarantees on behalf of the subsidiaries, mainly for operational purposes. As at 31 December 2025, less than USD 1 million of this guarantee facility has been utilized.
In the normal course of business, the Group entities and associates are involved in some arbitration, commercial disputes or court cases as defendants or claimants. These litigations and commercial disputes are carefully monitored by the entities\u2019 and Group management and legal counsels, and are regularly assessed with due consideration for possible insurance coverage and recourse rights on third parties.
OCI does not expect these proceedings to result in liabilities that have a material effect on the Group's financial position.
In cases where it is probable that the outcome of the proceedings will be unfavorable, and the financial outcome can be measured reliably, a provision has been recognized in the financial statements which is disclosed in note 21 Provisions. It should be understood that, in light of possible future developments, such as (a) potential additional lawsuits, (b) possible future settlements, and (c) rulings or judgments in pending lawsuits, certain cases may result in additional liabilities and related costs.
Moreover, if and to the extent that the contingent liabilities materialize, they are typically paid over a number of years and the timing of such payments cannot be predicted with confidence.
While the outcome of said cases, claims and disputes cannot be predicted with certainty, we believe, based upon legal advice and information received, that the final outcome will not materially affect our consolidated financial position but could be material to our results of operations or cash flows in any one accounting period.
As a result of the divestments of IFCo, Fertiglobe, Clean Ammonia, and the Methanol business, the Group has provided indemnities to the respective buyers in relation to specific matters arising from the period prior to disposal.
At the reporting date, management has assessed for each of the indemnifications provided whether these arrangements give rise to a present obligation for which an outflow of resources is probable, given that their occurrence or non-occurrence is subject to one or more uncertain future events not wholly within the control of the Group.
In case an outflow is probable, management has recorded a provision under IAS\u202f37 or other relevant standards. These exposures are subject to ongoing assessment by management.
For a description of the IFCo indemnities, see note 22 Discontinued operations and assets & liabilities held for sale.
For a description of the Fertiglobe indemnities, see note 21 Provisions and note 22.4 Estimate of Fertiglobe Indemnifications and Earn-Out Mechanism.
For a description of the Clean Ammonia indemnities, see note 20 Trade and other payables.
For a description of the Methanol indemnities, see note 22.3 Sale of the Methanol business.
OCIN entered into agreements with Royal DSM N.V. for the lease of the sites (land) on which it operates its plant. These agreements have an indefinite term and include an asset dismantling obligation and the obligation to clean up environmental pollution occurred after zero measurement. These obligations have not been accounted for, since the company has no plans to end its business activities in the foreseeable future. As such the net present value is assessed as not material by the Company's management.
", "dimensions": { "concept": "ifrs-full:DisclosureOfContingentLiabilitiesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i6874": { "value": "Capital commitments relate to purchase commitments of property, plant and equipment.
$ millions | 2025 | 2024 |
|---|---|---|
OCIN | 52.8 | 12.8 |
Total | 52.8 | 12.8 |
Transactions with related parties occur when a relationship exists between the Company and their directors and key management personnel. The Company engages in the following types of related party transactions:
Those with NNS Luxembourg Sarl for occasional consultancy services and Residencia Europe Ltd for personnel recharges.
The Executive Chair\u2019s travel as per his right to expense the OCI-related business travel.
The Company\u2019s former construction arm which was divested on 7 March 2015 and incorporated as a separate legal entity, \"Orascom Construction plc\" (OC) in the United Arab Emirates. The Sawiris family, the majority shareholders of OCI, also owns the majority of the outstanding shares of OC, which qualifies OC and its subsidiaries to be classified as related parties.
Nassef Sawiris has also received his share in distributions by the Company in respect of his shareholding.
The following is an overview of the transactions and outstanding amounts as at 31 December 2025:
Related party | Relation | Recharges | AR at year end | Purchases | AP at year end | Interest expense |
|---|---|---|---|---|---|---|
Orascom Construction Limited | OC Group company | - | 3.1 | - | - | - |
NNS Capital Partners | Related via shareholder Sarl | 0.6 | 1.2 | - | - | - |
NNS Group RSC LTD | Related via shareholder Sarl | - | - | 1.7 | - | - |
Nassef Sawiris | Executive Chair | - | - | 0.9 | 0.4 | - |
Total | \u00a0 | 0.6 | 4.3 | 2.6 | 0.4 | - |
The following is an overview of the transactions and outstanding amounts as at 31 December 2024:
Related party | Relation | Recharges | AR at year end | Purchases | AP at year end | Interest expense |
|---|---|---|---|---|---|---|
Residencia Europe Ltd | Related via shareholder Sarl | 1.8 | - | - | - | - |
Nassef Sawiris | Executive Chair | - | - | 0.4 | - | - |
Total | \u00a0 | 1.8 | - | 0.4 | - | - |
OCI conducts transactions with its associates (as defined in note 3.2 Equity-accounted investees) in the ordinary course of business by buying and selling goods and services from and to various associates within the group. For more information we refer to note 10 Equity-accounted investees and 22 Discontinued operations and assets & liabilities held for sale.
The following is an overview of the transactions and outstanding amounts as at 31 December 2025:
Related party | Relation | Revenue | AR at year end | Purchases | AP at year end |
|---|---|---|---|---|---|
Natgasoline LLC1 | Related via associate | 6.4 | - | 144.1 | - |
Utility Support Group B.V. | Related via associate | 37.3 | 4.6 | 128.6 | 6.3 |
Integrated Inspection Association (IIA) Cooperatief U.A | Associate | - | - | 0.6 | - |
Total | \u00a0 | 43.7 | 4.6 | 273.3 | 6.3 |
The following is an overview of the transactions and outstanding amounts as at 31 December 2024:
Related party | Relation | Revenue | AR at year end | Purchases | AP at year end |
|---|---|---|---|---|---|
Natgasoline LLC | Related via associate | 6.2 | 0.3 | 137.1 | 2.4 |
Utility Support Group B.V. | Related via associate | 30.7 | 3.4 | 117.1 | 8.7 |
Circle Infra Partners B.V. | Associate | - | - | 9.9 | 1.9 |
Sitech Manufacturing Services Beheer B.V. | Related via associate | - | - | 0.2 | - |
Chemelot Site Permit b.V. | Related via associate | - | - | 0.3 | - |
Integrated Inspection Association (IIA) Cooperatief U.A | Associate | - | - | 0.3 | - |
Total | \u00a0 | 36.9 | 3.7 | 264.9 | 13.0 |
As these are transactions with equity-accounted investees and related parties, the terms and conditions may not necessarily be the same as transactions negotiated between third parties. Management believes that the terms and conditions of all transactions and outstanding balances with our equity-accounted investees and related parties are generally no less favorable to either party than those that could have been negotiated with unaffiliated parties with respect to similar services.
", "dimensions": { "concept": "ifrs-full:DisclosureOfRelatedPartyExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i7093": { "value": "Total compensation for key management personnel expensed during the period amounted to USD 32.9 million (2024: USD 24.9 million). An amount of USD 13.1 million relates to short-term employee benefits (2024: USD 10.9 million); USD 1.8 million relates to share-based compensation (2024: USD 4.2 million); USD 17.5 million relates to other long-term incentives and termination of employment (2024: 9.8). An accrual for expected future costs in relation to the Dutch statutory tax on excessive severance pay was made to the amount of USD 0.5 million (2024: Nil). The group has no post contract benefits or other post contract compensation arrangements with key management personnel.
For more details on the remuneration of the individual members of the Executive Board and the Non-Executive Board, reference is made to the 2025 Directors' Remuneration report.
", "dimensions": { "concept": "ifrs-full:DisclosureOfInformationAboutKeyManagementPersonnelExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i7094": { "value": "In Q1 2026, the Group settled all of its outstanding natural gas hedging contracts for a price of USD 5.7 million. These contracts were transferred to OCI N.V. prior to the sale of OCI Beaumont to Methanex. With the recovery of the deposit and margin calls, the net cash inflow was USD 26.7 million.
Subsequent to year-end, the Group sold a portion of its equity investment in Methanex through a series of block sales.
On 13 March 2026, OCI Chemicals B.V. sold approximately 3.3 million Methanex shares. The shares were sold at a price of USD 51.80 per share, generating net proceeds of approximately USD 172.6 million, after customary fees and expenses.
Further, on 9 April 2026, OCI Chemicals B.V. sold 2.0 million Methanex shares. The shares were sold at a price of USD 57.65 per share, generating net proceeds of approximately USD 115.3 million, after customary fees and expenses.
As a result of the dispositions, OCI Chemicals B.V. now owns or exercises control or direction over an aggregate of approximately 4.6 million shares, representing approximately 6.0% of the issued and outstanding shares of Methanex.
In March 2026, the Beaumont New Ammonia Project successfully completed its performance test and on 25 March 2026, the project was formally handed over to Woodside, including the transfer of the operations team. As part of the divestment, OCI N.V. received on 25 March 2026 USD 470 million in deferred consideration, representing 20% of total proceeds, less amounts deducted for outstanding construction obligations, certain closing-related adjustments, and remaining estimated close-out costs. These items are reflected in the BNA construction liability as at 31 December 2025.
Woodside now has full operational management of the site. The Group retains the obligation to settle certain construction costs incurred prior to handover that are not yet invoiced or paid, and to settle out claims against the project. Remaining construction costs are subject to a customary post\u2011closing settlement mechanism, with final settlement expected in H2 2026.
On 31 March 2026, the Group successfully completed the sale of 100% of its equity interests in OCI Ammonia Holding B.V. to AGROFERT, a.s., a significant European nitrogen products manufacturer. The transaction was valued at EUR 290 million (USD 340.3 million). Net proceeds will be subject to customary closing adjustments. In connection with the sale, the Group provided certain indemnities and other contractual arrangements to AGROFERT. Based on management's assessment of the information available as at the reporting date, management does not expect any material financial impact in 2026 to result from the above protections. The terms and conditions related to the transaction other than what has been disclosed are protected by strict confidentiality and non-disclosure clauses as stipulated by the contractual agreements.
", "dimensions": { "concept": "ifrs-full:DisclosureOfEventsAfterReportingPeriodExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "section-blocktag-i7141": { "value": "The service fees recognized in the financial statements 2025 for the service of PricewaterhouseCoopers Accountants N.V. amounted to USD 1.5 million (2024: USD 5.8 million). Other audit services provided to the Group mainly include the ESG limited assurance engagement, review of interim financial statements, other audits and a number of locally required additional audit and assurance procedures.
The amounts per service category are shown in the following table:
| \u00a0 | Total service fee | of which The Netherlands | ||
|---|---|---|---|---|
$ millions | 2025 | 2024 | 2025 | 2024 |
Audit of group financial statements | 1.0 | 3.5 | 0.7 | 2.2 |
Other audit services | 0.5 | 2.3 | 0.5 | 1.1 |
Total assurance services | 1.5 | 5.8 | 1.2 | 3.3 |
Tax services | - | - | - | - |
Total | 1.5 | 5.8 | 1.2 | 3.3 |
Companies | Country | Percentage of interest | Consolidation method |
|---|---|---|---|
OCI Intermediate B.V. | The Netherlands | 100.00 | Full |
OCI Chemicals B.V. | The Netherlands | 100.00 | Full |
OCI Fertilizer B.V. | The Netherlands | 100.00 | Full |
OCI Nitrogen B.V. | The Netherlands | 100.00 | Full |
OCI Personnel B.V. | The Netherlands | 100.00 | Full |
OCI Holding Limited | UAE | 100.00 | Full |
OCI Clean Ammonia CM LLC1 | United States | 100.00 | Full |
OCI Clean Ammonia M&O LLC2 | United States | 100.00 | Full |
OCI Terminal Europoort B.V.3 | The Netherlands | 100.00 | Full |
OCI Ammonia Distribution B.V.3 | The Netherlands | 100.00 | Full |
A full list of affiliated companies will be available for public inspection at the Commercial Registry in conformity with the provisions of Article 2:379 and 2:414 of the Dutch Civil Code.
", "dimensions": { "concept": "ifrs-full:DisclosureOfSignificantInvestmentsInSubsidiariesExplanatory", "language": "en", "entity": "scheme:549300NCMRGIBJYUOE57", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } } } }