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OCI N.V.

M&A Activity Sep 9, 2013

3869_iss_2013-09-09_3ec2719a-7439-4b2e-92fa-3ba9a6e6063b.pdf

M&A Activity

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Press Release

NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION. THIS DOCUMENT IS NOT AN EXTENSION INTO THE UNITED STATES OF THE OFFER MENTIONED BELOW AND IS NOT AN OFFER TO SELL SECURITIES OR THE SOLICITATION OF AN OFFER TO BUY SECURITIES IN THE UNITED STATES. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS DOCUMENT

Amsterdam, the Netherlands / 9 September, 2013 11:45 AM

OCI N.V. Extends Tender Offer Period for Local Shares in Orascom Construction Industries S.A.E.

OCI N.V. will extend to all eligible shareholders of OCI S.A.E. two periods wherein such shareholders may accept an Exchange Offer to convert into OCI N.V. or a Cash Alternative of EGP 255 per share (the "Offer"). The first extension period will be 22 October 2013 to 28 October 2013 and the second extension period will be 19 January 2014 to 23 January 2014.

All brokerage firms are to register tenders for this Offer on the Order Protection Rule (OPR) market on the EGX during these periods.

Shareholders are invited to contact CIBC Brokerage for more information.

OCI N.V. is to re-open its exchange offer in order to enable eligible holders of all remaining Regulation S global depositary receipts (GDRs) of OCI S.A.E. to tender their GDRs in exchange for ordinary shares of OCI N.V., and intends to file a registration statement with the U.S. Securities and Exchange Commission to register an exchange offer of American Depositary Shares (ADSs) representing ordinary shares of OCI N.V. to be offered in exchange for ADSs representing ordinary shares of OCI S.A.E., subject to receipt of all relevant regulatory approvals.

Press Release

About OCI N.V.:

OCI N.V. is a global nitrogen-based fertilizer producer and engineering & construction contractor based in the Netherlands. The Fertilizer Group owns and operates nitrogen fertilizer plants in the Netherlands, the United States, Egypt and Algeria and has an international distribution platform spanning from the Americas to Asia. The Fertilizer Group ranks among the world's top fertilizer producers with a fertilizer production capacity of nearly 7 million metric tons. The Construction Group provides international engineering and construction services primarily on infrastructure, industrial and high-end commercial projects in the United States, Europe, the Middle East, North Africa and Central Asia for public and private clients. The Construction Group ranks among the world's top global contractors. OCI N.V. employs more than 75,000 people in 35 countries around the globe and is listed on the NYSE Euronext in Amsterdam.

For additional information contact:

OCI Investor Relations Department:

Omar Darwazah Email: [email protected]

Erika Wakid Email: [email protected]

Hassan Badrawi Director

For additional information on OCI N.V.:

www.ocinv.nl

OCI N.V. stock symbols: OCI / OCI.NA / OCI.AS / OCINY

Mijnweg 1, 6167 AC Geleen, The Netherlands

Press Release

This press release does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any shares or other securities of the Company, nor shall any part of it nor the fact of its distribution form part of or be relied on in connection with any contract or investment decision relating thereto, nor does it constitute a recommendation regarding the securities of the Company.

This press release may not be published, distributed, transmitted or otherwise sent into the United States of America (including its territories and possessions, every State in the United States and the District of Columbia). This press release does not constitute an extension into the United States of any offer mentioned in this press release, nor does this press release constitute nor form part of an offer to sell securities or the solicitation of an offer to buy securities in the United States. Holders of the company's securities who are located or resident in the United States or who are acting for the account or benefit of, such persons will not be eligible to participate in the offer described in this press release. Offer documents will not be distributed or sent into the United States.

Some of the information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of the Company. You can identify forward-looking statements by terms such as "expect", "believe", "anticipate", "estimate", "intend", "will", "could", "may", or "might", the negative of such terms or other similar expressions. These statements are only predictions and actual events or results may differ materially. The Company does not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in the Company's projections or forward-looking statements, including, among others, general economic conditions, its competitive environment, as well as many other risks specifically related to the Company and its operations.

The information contained herein does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction. The securities referred to herein may not be offered, or sold in the United States absent registration under the US Securities Act of 1933 (the "Securities Act") or another exemption form, or in a transaction not subject to, the registration requirement of the Securities Act.

These materials and information contained herein are not a public offer or advertisement of securities in the Netherlands, and are not an offer, or an invitation to make offers, to purchase, sell, exchange or transfer any shares or global depositary receipts in the Netherlands.

This press release is directed in the United Kingdom only at (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"); (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order and to (iii) persons to whom it would otherwise be lawful to distribute it.

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