2014

Lyondell Chemical Company Announces Final Tender Offer Results For Its 8% Senior Secured Notes Due 2017 and 11% Senior Secured Notes Due 2018

ROTTERDAM, Netherlands, April 23, 2012 /PRNewswire/ -- LyondellBasell Industries N.V. (NYSE: LYB) today announced the final results of the previously announced cash tender offers (the "Tender Offers") by its wholly-owned subsidiary, Lyondell Chemical Company ("Lyondell Chemical") for any and all of Lyondell Chemical's outstanding 8% Senior Secured Dollar Notes due 2017 (the "Dollar Notes") and outstanding 8% Senior Secured Euro Notes due 2017 (the "Euro Notes" and, together with the Dollar Notes, the "8% Notes") and any and all of Lyondell Chemical's outstanding 11% Senior Secured Notes due 2018 (the "11% Notes" and, together with the 8% Notes, the "Notes")(1), as of 11:59 p.m., New York City time, on April 20, 2012 (the "Expiration Time").

As of the prior consent payment expiration deadline of 5:00 p.m., New York City time, on April 6, 2012 (the "Consent Payment Expiration"), $606,177,000 in aggregate principal amount, or approximately 97.95%, of the Dollar Notes outstanding had been validly tendered and not withdrawn, euro 101,323,710 in aggregate principal amount, or approximately 97.50%, of the Euro Notes outstanding had been validly tendered and not withdrawn and $1,863,374,256 in aggregate principal amount, or approximately 96.97%, of the 11% Notes outstanding had been validly tendered and not withdrawn.

Between the Consent Payment Expiration and the Expiration Time, an additional $2,254,000 in aggregate principal amount of the Dollar Notes were validly tendered, an additional euro 1,215,000 in aggregate principal amount of the Euro Notes were validly tendered and an additional $320,000 in aggregate principal amount of the 11% Notes were validly tendered.  Accordingly, as of the Expiration Time, $608,431,000 in aggregate principal amount, or approximately 98.31%, of the Dollar Notes outstanding has been validly tendered and not withdrawn, euro 102,538,710 in aggregate principal amount, or approximately 98.67%, of the Euro Notes outstanding has been validly tendered and not withdrawn and $1,863,694,256 in aggregate principal amount, or approximately 96.99%, of the 11% Notes outstanding has been validly tendered and not withdrawn. The Final Settlement Date for the Tender Offers is expected to occur today, April 23, 2012, except that in the case of the Euro Notes, the Final Settlement Date is expected to occur on April 24, 2012.

The Tender Offers were made upon the terms and conditions included in the Offer to Purchase and Consent Solicitation Statement, dated March 26, 2012 (the "Statement"), and the related Letter of Transmittal and Consent (the "Letter of Transmittal").  As the previously announced Expiration Time has passed, holders may no longer tender their Notes.

The complete terms and conditions of the Tender Offers are described in the Statement and Letter of Transmittal, copies of which may be obtained by contacting D.F. King & Co., Inc. as the depositary and information agent at (800) 290-6427 (toll free).  Credit Suisse and Citigroup acted as the Lead Dealer Managers and Solicitation Agents for the Tender Offers.  J.P. Morgan, BofA Merrill Lynch and Deutsche Bank Securities acted as Joint Dealer Managers and Solicitation Agents for the Tender Offers.  For additional information regarding the terms of the Tender Offers, please contact: Credit Suisse at (800) 820-1653 (toll free) or (212) 325-5912 (collect) or Citigroup at (800) 558-3745 (toll free) or (212) 723-6106 (collect). 

THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER TO PURCHASE, A SOLICITATION OF AN OFFER TO PURCHASE OR A SOLICITATION OF CONSENT WITH RESPECT TO ANY SECURITIES. THE TENDER OFFERS ARE BEING MADE SOLELY PURSUANT TO THE STATEMENT AND LETTER OF TRANSMITTAL, WHICH SET FORTH THE COMPLETE TERMS OF THE TENDER OFFERS.

THE TENDER OFFERS ARE NOT BEING MADE TO HOLDERS OF NOTES IN ANY JURISDICTION IN WHICH THE MAKING OF OR ACCEPTANCE OF THE TENDER OFFERS WOULD NOT BE IN COMPLIANCE WITH THE LAWS OF SUCH JURISDICTION.  THIS PRESS RELEASE DOES NOT CONSTITUTE A NOTICE OF REDEMPTION OR AN OBLIGATION TO ISSUE A NOTICE OF REDEMPTION IN RESPECT OF ANY OF THE NOTES.

About LyondellBasell
LyondellBasell (NYSE: LYB) 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.

This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are information of a non-historical nature or which relate to future events and are subject to risks and uncertainties. In many cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," or "continue," or the negative of these terms and other comparable terminology. These statements are only predictions. Actual results could differ materially from those anticipated in these forward-looking statements as a result of a number of factors. The forward-looking statements made in this press release relate only to events as of the date of this release. We undertake no ongoing obligation to update these statements.

(1) The liens on all of the collateral securing the Notes have been released pursuant to previously executed supplemental indentures to the indentures governing such Notes.

Media Contact:           David A. Harpole +1 713-309-4125
Investor Contact:        Douglas J. Pike +1 713-309-7141

SOURCE LyondellBasell



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