3. Acquisitions and Divestitures

Acquisitions

In 2025, BASF acquired the following activity:

• On July 1, 2025, BASF completed its purchase of the 49% stake held by DOMO Chemicals GmbH, Leuna, Germany, in the Alsachimie S.A.S. joint operation, Chalampé, France, thereby acquiring sole ownership of the production entity for essential polyamide 6.6 precursors, including adipic acid and hexamethylenediamine adipate (AH salt). The transaction enables BASF to optimize backward integration of key raw materials, ensuring supply reliability and efficiency across the polyamide 6.6 value chain and the provision of site services. The company, which had previously been proportionally consolidated, has been fully consolidated since July 1, 2025. The fair value of the equity interest held by BASF immediately before the acquisition date was €52 million. The revaluation required upon transfer of control resulted in a gain in the amount of €10 million, which was recognized in other operating income. The acquired businesses accounted for €2 million in sales and €7 million in income from operations in the 2025 business year. Fully consolidating the businesses and assets of Alsachimie in BASF’s Consolidated Financial Statements as of January 1, 2025, would have resulted in a sales revenue contribution of €4 million and income from operations of €15 million. These pro forma data are for comparison purposes. These values would not necessarily have resulted had the transaction taken place as of January 1, 2025, and are not suitable for forecasting future developments or events. The gross amounts of contractual trade accounts receivable were €6 million.

In 2024, BASF acquired the following activity:

• On July 31, 2023, BASF and Huntsman, together with their Chinese partner companies, announced the separation of their joint MDI production in the associated company Shanghai Lianheng Isocyanate Co., Ltd. BASF took over one of the two MDI plants, including production plants for the precursors aniline and nitrobenzene as well as the employees in production. The transaction fell within the scope of IFRS 3 and was completed on January 31, 2024. The purchase price was €192 million and was cash-effective in full. It was attributable to the acquired plants and, to a lesser extent, to inventories.

The following overview shows the effects of the acquisitions in 2025 and 2024 on the Consolidated Financial Statements. When acquisitions resulted in the transfer of assets or the assumption of additional liabilities, the effects are shown as net amounts.

Divestitures

In 2025, BASF sold the following activities:

• Effective April 21, 2025, and following the approval of the relevant authorities, BASF completed the sale of its shares in BASF Markor Chemical Manufacturing (Xinjiang) Co., Ltd. and Markor Meiou Chemical (Xinjiang) Co., Ltd. in Korla, China. The companies operate production plants for butanediol and PolyTHF, which were allocated to the Chemicals segment. The disposed assets and liabilities had been reclassified to a disposal group in the previous business year. The calculation of the disposal gain, which is reported under other operating income, is presented in the following table:

• Effective September 30, 2025, and following the approval of the relevant authorities, BASF completed the sale of its food and health performance ingredients business to Louis Dreyfus Company (LDC), Rotterdam, Netherlands. The business was previously part of BASF’s Nutrition & Health division. The transaction included the production site in Illertissen, Germany, three application laboratories outside Germany, and approximately 300 employees who transferred to LDC as part of the transaction. The disposed assets and liabilities had been reclassified to a disposal group in the previous business year. The calculation of the disposal gain, which is reported under other operating income, is presented in the following table:

• With effect from October 1, 2025, and following the approval of the relevant competition authority, BASF completed the sale of its Brazilian decorative paints business to Sherwin-Williams, Cleveland, Ohio. The business had previously been part of BASF’s Coatings division. The purchase price on a cash and debt-free basis was $1.15 billion. The transaction was structured as a share deal and included the production sites in Demarchi and Jaboatão, the associated contracts, the Suvinil and Glasu! brands and the transfer of around 1,000 employees. Upon agreement on the sale, the affected assets and liabilities were reclassified to a disposal group as of March 31, 2025. With the sale of the business, which operates almost exclusively in Brazil, the disposal group was derecognized. The calculation of the disposal gain, which is reported under other operating income, is presented in the following table:

In 2024, BASF sold the following activity:

• On September 3, 2024, BASF completed the sale of the exploration and production business (E&P business) of the Wintershall Dea AG oil and gas company (Wintershall Dea GmbH as of September 23, 2024), Kassel, Germany, to Harbour Energy plc, London, United Kingdom. The E&P business included assets used in production and development, exploration rights and Wintershall Dea’s carbon storage licenses. In exchange, Wintershall Dea shareholders – BASF (72.7%) and LetterOne (27.3%) – received a cash consideration totaling $1.78 billion (BASF share: $1.29 billion), including a purchase price adjustment, and new shares issued by Harbour Energy equating to a total shareholding of 54.5% in the expanded Harbour Energy company (BASF share: 39.59%). The non-integral investment in Harbour Energy, accounted for using the equity method, was initially recognized at the closing price of the shares on September 3, 2024, plus directly attributable incidental acquisition costs. Wintershall Dea’s headquarters, which are slated to be closed, its employees at headquarters as well as the Russia-related business, for which significant German federal guarantees exist, were not part of the transaction. The shares in Wintershall Dea continued to be accounted for using the equity method. Income from the sale of the E&P business to Harbour Energy was reported in income from non-integral companies accounted for using the equity method.

The following overview shows the effects of the divestitures in 2025 and 2024 on the Consolidated Financial Statements. The sales line item shows the decline resulting from divestitures as compared to the adjusted prior-year values. The impact on equity related mainly to gains and losses from divestitures.

Agreed transactions

• BASF and Carlyle, Washington D.C., announced on October 10, 2025, the signing of an agreement for the sale of BASF’s automotive OEM coatings, automotive refinish coatings and surface treatment business units (“coatings”). The enterprise value of the transaction amounts to €7.7 billion. The transaction is structured as a share deal. Subject to approval from the relevant regulatory bodies, the transaction is expected to close in the second quarter of 2026. Upon closing, BASF will receive pre-tax cash proceeds of approximately €5.8 billion as well as a 40% equity stake in the new coatings entity, which it will report as a financial investment accounted for using the equity method. Owing to the planned divestment, the affected business units have been reported as discontinued operations in accordance with IFRS 5 as of September 30, 2025. Accordingly, the results of the discontinued operations for the reporting period and the prior-year period are presented separately in BASF Group’s statement of income. Impairments, mainly on shareholdings, in the amount of €21 million were recognized in the period up to December 31, 2025.

Earnings from the discontinued coatings business are presented in the following table:

Of the other comprehensive income after taxes attributable to shareholders of BASF SE in the amount of -€1,634 million (previous year: €2,107 million), -€162 million (previous year: €98 million) was attributable to the discontinued coatings business.

The carrying amounts of the balance sheet items of the discontinued operations are presented in the following table.

Items of other comprehensive income as of December 31, 2025, included an amount of -€300 million (previous year: -€138 million) for the disposal group coatings business. Of this, -€274 million (previous year: -€75 million) resulted from currency translations and -€26 million (previous year: -€62 million) from remeasurement of defined benefit plans.

The discontinued coatings business contributed the following amounts to BASF’s statement of cash flows:

• BASF and Catexel GmbH, Wiesbaden, announced on December 16, 2025, the signing of an agreement for the sale of BASF’s business with optical brightening agents, an ingredient in detergent formulations. The business is currently part of the Care Chemicals division within the Nutrition & Care segment. The transaction involves the international business, including optical brightener production at Monthey, Switzerland, approximately 80 employees and a non-integral investment accounted for using the equity method. The transaction is expected to close in the first quarter of 2026.