LyondellBasell Prices Public Offering of Guaranteed Notes

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Oct 06, 2020, 19:43 ET

HOUSTON and LONDON, Oct. 6, 2020 /PRNewswire/ -- LyondellBasell Industries N.V. (NYSE: LYB) ("LyondellBasell" or "we") announced today that LYB International Finance III, LLC ("LYB International Finance"), its wholly-owned subsidiary, priced a public offering (the "Offering") of $650,000,000 aggregate principal amount of Guaranteed Floating Rate Notes due 2023 (the "Floating Rate Notes"), $500,000,000 aggregate principal amount of 1.250% Guaranteed Notes due 2025 (the "2025 Notes"), $500,000,000 aggregate principal amount of 2.250% Guaranteed Notes due 2030 (the "2030 Notes"), $750,000,000 aggregate principal amount of 3.375% Guaranteed Notes due 2040 (the "2040 Notes"), $1,000,000,000 aggregate principal amount of 3.625% Guaranteed Notes due 2051 (the "2051 Notes"), and $500,000,000 aggregate principal amount of 3.800% Guaranteed Notes due 2060 (the "2060 Notes" and, together with the Floating Rate Notes, 2025 Notes, 2030 Notes, 2040 Notes, and 2051 Notes, the "Notes"). The Notes will be fully and unconditionally guaranteed by LyondellBasell. The Offering is expected to close on October 8, 2020, subject to the satisfaction of customary closing conditions. The net proceeds of the Offering are expected to be used to fund a portion of the purchase price for the recently announced 50/50 joint venture with Sasol Chemicals (USA) LLC (the "Louisiana Joint Venture"), repay a portion of the indebtedness outstanding under our Term Loan due 2022, redeem or repay up to $1 billion aggregate principal amount of our 6.0% Senior Notes due 2021, and redeem or repay up to €750 million aggregate principal amount of our 1.875% Guaranteed Notes due 2022. If the Louisiana Joint Venture is not completed on or prior to March 31, 2021, or is terminated on or prior to completion, LyondellBasell and LYB International Finance will be required to redeem all of the outstanding 2025 Notes, 2030 Notes and 2060 Notes at a redemption price equal to 101% of the aggregate principal amount of the 2025 Notes, 2030 Notes and 2060 Notes, respectively, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

J.P. Morgan Securities LLC, Barclays Capital Inc., BofA Securities, Inc. and Credit Suisse Securities (USA) LLC are acting as the joint book-running managers for the Offering.

The Offering is being made pursuant to an effective shelf registration statement that was previously filed with the Securities and Exchange Commission (the "SEC"). Copies of the prospectus supplement, when available, and the accompanying base prospectus relating to the Offering may be obtained for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies of the prospectus supplement, when available, and the accompanying base prospectus may be obtained by calling J.P. Morgan collect at 1-212-834-4533, Barclays Capital Inc. at 1-888-603-5847, BofA Securities toll-free at 1-800-294-1322 or [email protected] or Credit Suisse Securities (USA) LLC at 1-800-221-1037.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes, nor shall there be any offer, solicitation or sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offering of securities will be made only by means of a prospectus supplement, which will be filed with the SEC. This press release does not constitute a redemption or repayment notice with respect to the Senior Notes due 2021 or the Guaranteed Notes due 2022.

About LyondellBasell
LyondellBasell (NYSE: LYB) is one of the largest plastics, chemicals and refining companies in the world. Driven by its employees around the globe, LyondellBasell produces materials and products that are key to advancing solutions to modern challenges like enhancing food safety through lightweight and flexible packaging, protecting the purity of water supplies through stronger and more versatile pipes, improving the safety, comfort and fuel efficiency of many of the cars and trucks on the road, and ensuring the safe and effective functionality in electronics and appliances. LyondellBasell sells products into more than 100 countries and is the world's largest producer of polymer compounds and the largest licensor of polyolefin technologies. In 2020, LyondellBasell was named for the third consecutive year to Fortune magazine's list of the "World's Most Admired Companies."

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended. When used herein, the words "will," "expect," and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. The statements in this communication relating to matters that are not historical facts are forward-looking statements. These forward-looking statements are based upon assumptions of management of LyondellBasell 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, market conditions, the results of any repayment or redemption of indebtedness with the proceeds of this offering, the business cyclicality of the chemical, polymers and refining industries; the availability, cost and price volatility of raw materials and utilities, particularly the cost of oil, natural gas, and associated natural gas liquids; our ability to complete the transactions described herein, including the Louisiana Joint Venture, and the timing of such transactions; the receipt of all required governmental and shareholder approvals for such transactions; our ability to achieve expected synergies from such transactions; the completion of the acquisition of joint venture assets in the future and ability to recognize the anticipated benefits thereof; uncertainties related to the extent and duration of the pandemic-related decline in demand, or other impacts due to the COVID-19 pandemic in geographic regions or markets served by us, or where our operations are located, including the risk of prolonged recession; future financial and operating results; risks and uncertainties posed by international operations, including foreign currency fluctuations; and our ability to comply with debt covenants and to amend, extend, repay, service, and reduce our debt. Additional factors that could cause results to differ materially from those described in the forward-looking statements can be found in the "Risk Factors" sections of the prospectus for this offering, our Form 10-K for the year ended December 31, 2019, and our Form 10-Q for the quarter ended March 31, 2020, which can be found on the Securities and Exchange Commission's website at www.sec.gov. Forward-looking statements speak only as of the date they were made and are based on the estimates and opinions of management of LyondellBasell at the time the statements are made. LyondellBasell does not assume any obligation to update forward-looking statements should circumstances or management's estimates or opinions change, except as required by law.

SOURCE LyondellBasell Industries