Braskem Finance Limited Launches Tender Offers and Consent Solicitations for 11.75% Notes Due 2014, 9.375% Notes Due 2015 and 8.00% Notes Due 2017

SAO PAULO, April 6, 2011 /PRNewswire/ -- Braskem Finance Limited ("Braskem Finance"), today announced that it has commenced offers to purchase for cash (with respect to each series of Notes (defined below), a "Tender Offer" and, collectively, the "Tender Offers") any and all outstanding 11.75% Notes due 2014 (the "2014 Notes"), 9.375% Notes due 2015 (the "2015 Notes") and 8.00% Notes due 2017 (the "2017 Notes" and, together with the 2014 Notes and the 2015 Notes, the "Notes").  

Braskem Finance and Braskem S.A. ("Braskem"), the parent company of Braskem Finance, are co-issuers of the 2014 Notes and the 2017 Notes, and Braskem is the issuer of the 2015 Notes.  In connection with each Tender Offer, Braskem Finance is also soliciting (with respect to each series of Notes, a "Consent Solicitation" and, collectively, the "Consent Solicitations") the consents of the holders of each series of Notes to the adoption of certain amendments (the "Proposed Amendments") to each of the indentures or issuing and paying agency agreement governing the Notes (collectively, the "Governing Debt Instruments") to eliminate substantially all of the restrictive covenants, as well as specified events of default and related provisions contained in each of the Governing Debt Instruments.  With respect to each Governing Debt Instrument, the Proposed Amendments require the consent (the "Requisite Consents") of holders of a majority in aggregate principal amount of the applicable Notes outstanding (excluding any Notes held by Braskem Finance or its affiliates).  Holders who tender their Notes pursuant to a Tender Offer will be deemed to have provided their consent to the Proposed Amendments pursuant to the related Consent Solicitation.  Holders may not deliver consents to the Proposed Amendments without tendering the related Notes.  

Each Tender Offer and related Consent Solicitation will expire at 11:00 a.m. (New York City time), on April 15, 2011, unless extended or earlier terminated by Braskem Finance (with respect to each Tender Offer and related Consent Solicitation, the "Expiration Date").  Tendered Notes may not be withdrawn and the related consents may not be revoked, except as may be required by applicable law.  No Tender Offer for any series of Notes is conditioned upon the tender of any minimum principal amount of Notes of that series or any other series.  Braskem Finance's obligation to purchase Notes in any of the Tender Offers is conditioned on the satisfaction or waiver of certain conditions described in the Offer Documents (as defined below), including the Financing Condition (as defined in the Offer Documents).  Holders who tender their Notes prior to the Expiration Date will be eligible to receive, for each U.S.$1,000 principal amount of Notes, the applicable Purchase Price set forth in the following table, which Purchase Price includes a consent payment equal to U.S.$20 (the "Consent Payment"), plus accrued and unpaid interest up to, but not including, the settlement date.  

If the Requisite Consents are not obtained in connection with a Consent Solicitation for a particular series of Notes, such Consent Solicitation will be terminated, and in such case, the Proposed Amendments to the related Governing Debt Instrument will not become effective; however, Braskem Finance may in its sole discretion, subject to the terms and conditions of the relevant Tender Offer and to applicable law, accept and purchase Notes tendered pursuant to the concurrent Tender Offer for an amount in cash equal to the Purchase Price.

The terms and conditions of the Tender Offers and Consent Solicitations, as well as the Proposed Amendments, are described in the Offer to Purchase and Consent Solicitation Statement, dated April 6, 2011, and the related Letter of Transmittal and Consent (together, the "Offer Documents").  Copies of the Offer Documents are available to holders of Notes from D.F. King & Co., Inc., the depositary and information agent for the Tender Offers and Consent Solicitations at (800) 628-8536 (toll free) or (212) 269-5550, and from the Luxembourg Tender Agent, The Bank of New York Mellon (Luxembourg) S.A., at (+352) 24 52 5320.

Braskem Finance reserves the right, in its sole discretion and subject to applicable law, not to accept any tenders of Notes or deliveries of any consents for any reason.  Braskem Finance is making the Tender Offers and Consent Solicitations only in those jurisdictions where it is legal to do so.  

Braskem Finance has retained Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and Santander Investment Securities Inc. to act as Dealer Managers and Solicitation Agents in connection with the Tender Offers and Consent Solicitations.  Questions regarding the Tender Offers and Consent Solicitations may be directed to Citigroup Global Markets Inc. at (800) 558-3745 (toll free) or (212) 723-6108 (collect), Deutsche Bank Securities Inc. at (866) 627-0391 (toll free) or (212) 250-2955 or Santander Investment Securities Inc. at (212) 407-0995 (collect).

Neither the Offer Documents nor any related documents have been filed with the U.S. Securities and Exchange Commission, nor have any such documents been filed with or reviewed by any federal or state securities commission or regulatory authority of any country. No authority has passed upon the accuracy or adequacy of the Offer Documents or any related documents, and it is unlawful and may be a criminal offense to make any representation to the contrary.

This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents.  The Tender Offers and Consent Solicitations are being made solely pursuant to the Offer Documents.  The Tender Offers and Consent Solicitations are not being made to, nor will Braskem Finance accept tenders of Notes and deliveries of consents from, holders in any jurisdiction in which the Tender Offers and Consent Solicitations or the acceptance thereof would not be in compliance with the securities or blue sky laws of such jurisdiction.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release contains statements that are forward-looking within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. Forward-looking statements are only predictions and are not guarantees of future performance. Investors are cautioned that any such forward-looking statements are and will be, as the case may be, subject to many risks, uncertainties and factors relating to Braskem Finance that may cause the actual results to be materially different from any future results expressed or implied in such forward-looking statements. Although Braskem Finance believes that the expectations and assumptions reflected in the forward-looking statements are reasonable based on information currently available to Braskem Finance's management, Braskem Finance cannot guarantee future results or events.  Braskem Finance expressly disclaims a duty to update any of the forward-looking statements.

SOURCE Braskem Finance Limited