LyondellBasell Prices Senior Secured Notes Offering of Approximately $2,750 Million

HOUSTON, March 25 /PRNewswire/ -- LyondellBasell today announced the pricing of approximately $2,750 million of senior secured notes due 2017 in a private placement under Rule 144A and Regulation S.  The senior secured notes are comprised of $2,250 million of 8 percent senior secured notes (the "dollar notes") and euro 375 million of 8 percent senior secured notes (the "euro notes"), both issued at par, maturing in 2017.  The closing of the issuance of the notes is scheduled for April 8, 2010.

The notes will be issued by LBI Escrow Corporation, which will merge with and into Lyondell Chemical Company in connection with Lyondell Chemical's emergence from bankruptcy, which is expected to occur on or about April 30, 2010, subject to confirmation of a Plan of Reorganization.  

LyondellBasell entities also are arranging a senior term loan facility of approximately $500 million and a $1,750 million asset-based revolving credit facility for working capital and general corporate purposes.

Proceeds of the notes offering and term loan will be placed in escrow until the approval of the Plan of Reorganization. The net proceeds from the sale of the notes, together with borrowings under the term loan and a new European securitization facility and proceeds from a $2,800 million rights offering, will be used upon emergence from bankruptcy to repay and replace certain existing debt, including debtor-in-possession credit facilities and an existing European securitization facility and to make certain related payments.

Upon emergence from bankruptcy, the notes and term loan will be senior secured obligations of Lyondell Chemical and will be guaranteed by LyondellBasell Industries N.V. (the new Dutch parent of the LyondellBasell group) and, subject to certain exceptions, substantially all wholly owned U.S. restricted subsidiaries of LyondellBasell Industries N.V.

The notes and the guarantees of the notes will not be registered under the Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements.  The notes are offered only to "qualified institutional buyers" in accordance with Rule 144A under the Securities Act and to non-"U.S. persons" in accordance with Regulation S under the Securities Act.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities.  Any offer of the senior secured notes will be made only by means of a private offering memorandum.

LyondellBasell Industries (www.lyondellbasell.com) is one of the world's largest polymers, petrochemicals and fuels companies. We are the global leader in polyolefins technology, production and marketing; a pioneer in propylene oxide and derivatives; and a significant producer of fuels and refined products, including biofuels. Through research and development, LyondellBasell develops innovative materials and technologies that deliver exceptional customer value and products that improve quality of life for people around the world.

SOURCE LyondellBasell Industries

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