LyondellBasell Announces the Successful Completion of Its Noteholder Consent Solicitations

Dec 11, 2015, 08:15 ET from LyondellBasell

HOUSTON and NEW YORK, Dec. 11, 2015 /PRNewswire/ -- LyondellBasell Industries N.V. (NYSE: LYB) ("LyondellBasell" or the "Company"), one of the world's largest plastics, chemical and refining companies, announced today that it has received the Requisite Consents (as defined below) from holders of its outstanding 5.000% Senior Notes due 2019 (the "2019 Notes"), 6.000% Senior Notes due 2021 (the "2021 Notes") and 5.750% Senior Notes due 2024 (the "2024 Notes" and together with the 2019 Notes and the 2021 Notes, the "Notes") to the adoption of amendments (the "Amendments") to the two indentures (the "Indentures") governing the Notes that the Company had requested pursuant to its previously announced consent solicitations.

Adoption of the Amendments required the receipt of consents from holders of record at 5:00 p.m. New York City time on November 30, 2015 of (i) a majority in aggregate principal amount of the outstanding 2021 Notes and (ii) a majority in aggregate principal amount of the outstanding 2019 Notes and 2024 Notes, voting as a single class, respectively (the "Requisite Consents"). Currently, $1,000,000,000 in aggregate principal amount of each of the 2021 Notes and the 2024 Notes, and $2,000,000,000 in aggregate principal amount of the 2019 Notes, is outstanding.

Each consent solicitation expired at 5:00 p.m., New York City time, on Thursday, December 10, 2015 (the "Expiration Date"). The Company will pay to each holder of Notes who delivered (and did not revoke) a valid consent in favor of the Amendments prior to the Expiration Date a cash payment (the "Consent Fee") of $1.00 for each $1,000 principal amount of Notes in respect of which such consent has been delivered.

Following receipt of the Requisite Consents, the Company and the trustee under each Indenture executed a supplemental indenture incorporating the Amendments to that Indenture. At that time, the Amendments effected by such supplemental indenture became effective, and consents could no longer be revoked; however, such Amendments will not become operative until the Consent Fee is paid to the eligible holders, which the Company expects to do as soon as Monday, December 14, 2015.

Principally, the Amendments eliminate restrictions on debt of certain subsidiaries of the Company and requirements that certain future subsidiaries guarantee the Notes.  The Company views these provisions as carryovers or remnants from the period prior to its senior notes achieving investment grade ratings.  The Amendments align certain covenants in the Indentures with those in the Company's most recent senior notes indenture, resulting in more consistent covenants across the Company's public debt portfolio and affording the Company greater financial flexibility and easing administration of its public debt portfolio. 

Deutsche Bank Securities Inc. acted as the Lead Solicitation Agent in connection with the consent solicitations, and Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and Wells Fargo Securities, LLC acted as Co-Solicitation Agents. Global Bondholder Services Corporation served as Information Agent and Tabulation Agent.

About LyondellBasell LyondellBasell (NYSE: LYB) is one of the world's largest plastics, chemical and refining companies and a member of the S&P 500. LyondellBasell (www.lyb.com) manufactures products at 56 sites in 19 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.

Forward-Looking Statements The statements in this release relating to matters that are not historical facts are forward-looking statements. These forward-looking statements are based upon assumptions of management which are believed to be reasonable at the time made and are subject to significant risks and uncertainties. Actual results could differ materially based on factors including, but not limited to, our ability to fulfill the conditions contained in the Consent Solicitation Statement, including payment of the Consent Fee. Additional factors that could cause results to differ materially from those described in the forward-looking statements can be found in the "Risk Factors" section of our Form 10-K for the year ended December 31, 2014, which can be found at www.lyb.com on the Investor Relations page and on the Securities and Exchange Commission's website at www.sec.gov. The Company assumes no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by the company, whether as a result of new information, future events, or otherwise.

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SOURCE LyondellBasell



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