Braskem S.A. and Braskem Finance Limited Announce Commencement of Consent Solicitation for Their 11.75% Notes Due 2014

Oct 07, 2010, 08:00 ET from Braskem S.A.

SAO PAULO, Oct. 7 /PRNewswire-FirstCall/ -- Braskem S.A. ("Braskem") and Braskem Finance Limited, a financing subsidiary of Braskem ("Braskem Finance" and, together with Braskem, the "Issuers"), announced today that they are soliciting consents (the "Consents") from the holders of their 11.75% Notes due 2014 (the "Notes"), of which U.S.$250.0 million in aggregate principal amount is outstanding, to amend certain provisions (the "Proposed Amendments") in the Notes and the Issuing and Paying Agency Agreement (including the Terms and Conditions of the Notes attached thereto), dated as of July 16, 2003, pursuant to which the Notes were issued (the "Agreement") (the "Consent Solicitation").

The Issuers are seeking consents from holders of the Notes to the Proposed Amendments in order to, among other things, substantially conform certain provisions of the Notes and the Agreement to the corresponding provisions in the indenture, dated as of May 7, 2010 (as supplemented on July 28, 2010), pursuant to which U.S.$750.0 million in aggregate principal amount of Braskem Finance's 7.00% Notes due 2020 (the "2020 Notes"), which are guaranteed by Braskem, were issued.  If adopted, the Proposed Amendments would result in a substantially similar covenant package for the Notes and the 2020 Notes, which will provide more operating flexibility and be less restrictive to the Issuers than the current covenant package of the Notes.  If adopted, the Proposed Amendments would also allow either of the Issuers to be substituted or released in their capacity as an Issuer, under certain conditions.

Holders of the Notes are referred to the consent solicitation statement, dated October 7, 2010, and the related consent letter (together, the "Consent Documents") for the detailed terms and conditions of the Consent Solicitation. The Consent Solicitation was commenced today and will expire at 5:00 p.m. (New York City time) on Thursday, October 21, 2010, unless extended (such date and time, as the same may be extended by the Issuers, the "Expiration Time").  The Consent Solicitation is made solely by means of the Consent Documents.  These materials contain important information that holders of Notes should carefully read before any decision is made with respect to the Consent Solicitation.

Only holders of Notes at 5:00 p.m. (New York City time) on Wednesday, October 6, 2010 (such date and time, including as such date and time may be changed from time to time, the "Record Date") are entitled to consent to the Proposed Amendments. If an amendment to the Notes and the Agreement containing the Proposed Amendments (the "Amendment") is executed, holders of the Notes as of the Record Date that validly deliver their Consents to the Proposed Amendments prior to the Expiration Time will receive a cash payment within five business days of the Expiration Time equal to U.S.$2.50 per U.S.$1,000 principal amount of Notes in respect of which Consents to the Proposed Amendments have been validly delivered and not validly revoked (the "Consent Fees"), subject to the conditions set forth in the Consent Documents. Holders that deliver Consents will be able to revoke their Consent to the Proposed Amendments at any time prior to the execution of the Amendment in accordance with the procedures set forth in the Consent Documents. The Amendment will not become operative until the Consent Fees have been paid.

In order to execute the Amendment, the Issuers must receive consents from holders of the Notes as of the Record Date representing at least a majority in aggregate principal amount of the Notes (not including any Notes that are owned by Braskem or any of its affiliates).

The Issuers reserve the right to modify the consent solicitation statement and the terms and conditions of the Consent Solicitation or to terminate the Consent Solicitation at any time prior to the execution of the Amendment.

The Information Agent for the Consent Solicitation is:

D.F. King & Co., Inc.

48 Wall Street, 22nd Floor

New York, New York 10005 U.S.A.

Banks and Brokers call:  +1 (212) 269-5550 (collect)

All others call toll-free:  +1 (800) 628-8536

E-mail: braskem@dfking.com



Any questions or requests for assistance or for copies of the Consent Documents or related documents may be directed to the Information Agent at its telephone number set forth above. A holder as of the Record Date also may contact the Solicitation Agent at its telephone number set forth below or such holder's broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Consent Solicitation.

The Solicitation Agent for the Consent Solicitation is:

Citigroup Global Markets Inc.

390 Greenwich Street, 1st Floor

New York, New York 10013 U.S.A.

Attn: Liability Management Group

Telephone: +1 (212) 723-6108 (collect)

Telephone: +1 (800) 558-3745 (toll-free)



THIS PRESS RELEASE IS NEITHER AN OFFER TO SELL NOR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITY.  THIS ANNOUNCEMENT IS ALSO NOT A SOLICITATION OF CONSENTS TO THE PROPOSED AMENDMENTS.  NO RECOMMENDATION IS MADE AS TO WHETHER HOLDERS OF NOTES SHOULD CONSENT TO THE PROPOSED AMENDMENTS.

SOURCE Braskem S.A.