LyondellBasell announces results from subsidiary Lyondell Chemical's cash tender offer for notes due 2017; as of Nov. 2, about 98.62% of 8% euro notes and about 99.30% of 11% dollar notes have been tendered
November 3, 2011
– LyondellBasell Industries N.V. (NYSE:LYB - News) today announced the early tender results of the previously announced cash tender offer (the "Tender Offer") by its wholly-owned subsidiary, Lyondell Chemical Company (the "Company"), for up to $1,470,134,000 aggregate principal amount of the Company's outstanding 8% Senior Secured Dollar Notes due 2017 (the "Dollar Notes") and 8% Senior Secured Euro Notes due 2017 (the "Euro Notes" and together with the Dollar Notes, the "8% Notes"), and up to $1,318,672,000 aggregate principal amount of the Company's outstanding 11% Senior Secured Dollar Notes due 2018 (the "11% Notes" and together with the 8% Notes, the "Notes") and consent solicitation (the "Consent Solicitation) to amend certain terms of the Notes and the indentures governing the Notes to release certain of the collateral securing the Notes and modify other provisions relating to restrictive covenants.
As of the previously announced early tender and consent payment deadline of 5:00 p.m., New York City time, on Nov. 2, 2011 (the "Early Tender/Consent Deadline"), $2,196,634,255 in aggregate principal amount, or approximately 98.62 percent, of the 8% Notes outstanding held by non-affiliates has been validly tendered and not withdrawn, $2,618,963,978 in aggregate principal amount, or approximately 99.30 percent, of the 11% Notes outstanding held by non-affiliates has been validly tendered and not withdrawn, and holders of an additional $3,694,857 in aggregate principal amount, or approximately 0.17 percent, of the 8% Notes outstanding held by non-affiliates, and holders of an additional $1,308,013 in aggregate principal amount, or approximately 0.05 percent of the 11% Notes outstanding held by non-affiliates, have not tendered, but have provided consents that have been validly tendered and not revoked.
As the Tender Offer is oversubscribed with respect to each series of Notes, the Company has accepted for purchase tendered Notes on a prorated basis in the manner described in the Statement. Holders who tender Notes or deliver Consents after the Early Tender/Consent Deadline will not have any of their Notes or Consents accepted for payment.
As of the Early Tender/Consent Deadline, holders of more than a 66 percent supermajority of the aggregate principal amount of 8% Notes under the applicable indenture and holders of more than a 66 percent supermajority of the aggregate principal amount of 11% Notes under the applicable indenture have provided consents to adopt the proposed amendments to the indenture pursuant to which the Notes were issued. As a result, the Company and the trustees under the indentures have executed supplemental indentures to amend the indentures governing the Notes, which will result in the release of all of the collateral securing the 8% Notes and all of the collateral securing the 11% Notes and modify other provisions relating to restrictive covenants.
The complete terms and conditions of the Tender Offer and Consent Solicitation are described in the Company's Offer to Purchase and Consent Solicitation dated as of Oct. 20, 2011 (the "Statement") and related Letter of Transmittal and Consent, copies of which may be obtained by contacting D.F. King & Co., Inc. as the depositary and information agent at (800) 431-9645 (toll free). BofA Merrill Lynch and Credit Suisse are acting as lead dealer managers for the Tender Offer and as solicitation agents for the Consent Solicitation. Citigroup and Deutsche Bank Securities are acting as joint dealer managers for the Tender Offer and as solicitation agents for the Consent Solicitation. Questions regarding the terms of the Tender Offer and Consent Solicitation may be directed to BofA Merrill Lynch at (888) 292-0070 (toll-free) or (980) 683-3215 (collect) or Credit Suisse at (800) 820-1653 (toll free) or (212) 325-5912 (collect).
LyondellBasell (NYSE:LYB - News) is one of the world's largest plastics, chemical and refining companies. The company manufactures products at 58 sites in 18 countries. LyondellBasell products and technologies are used to make items that improve the quality of life for people around the world including packaging, electronics, automotive parts, home furnishings, construction materials and biofuels. More information about LyondellBasell can be found at www.lyondellbasell.com.