LyondellBasell Announces Substantial Creditor Support for Its Reorganization Plan, Entry Into Agreement to Backstop Rights Offering and Proposed Settlement of Litigation Against Its Prepetition Lenders

December 24, 2009




HOUSTON, Dec. 24 /PRNewswire/ -- LyondellBasell announced today that in continuing its efforts to progress towards emergence from bankruptcy protection, it has:

  • filed a motion to approve a settlement of various claims asserted against its prepetition secured senior and bridge lenders (the Lender Litigation Settlement);
  • filed a motion to approve an Equity Commitment Agreement (ECA) it entered into on Dec. 11, 2009;
  • filed a Second Amended Plan of Reorganization (Plan) and Second Amended Disclosure Statement (Disclosure Statement); and
  • entered into a Plan Support Agreement (PSA) with holders of significant amounts of its prepetition secured debt.



The Lender Litigation Settlement, which remains subject to court approval, would resolve various claims against LyondellBasell's prepetition secured senior and bridge lenders (the Settling Lenders) alleging that their liens and guarantees should be avoided by, among other things, (a) providing $300,000,000 to be shared among general unsecured creditors of relevant debtors and (b) establishing and funding a litigation trust to pursue certain claims against parties other than the Settling Lenders for the benefit of those general unsecured creditors. Approval of the Lender Litigation Settlement will help pave the way to LyondellBasell's emergence from Chapter 11.


Under the ECA, which also is subject to bankruptcy court approval, a group consisting of an affiliate of Apollo Management VII, L.P.; an affiliate of Access Industries; and Ares Corporate Opportunities Fund III, L.P. has agreed to backstop the equity rights offering contemplated by the Plan by purchasing any shares of common stock not subscribed for by certain senior creditors as part of the rights offering contemplated by Plan. The Plan contemplates that an aggregate of $2.8 billion will be raised through the purchase of equity contemporaneously with emergence from Chapter 11. The ECA does not prohibit the company from considering other bona fide proposals it may receive with respect to the purchase of its equity upon emergence.


The Plan and Disclosure Statement have been revised to implement the Lender Litigation Settlement, assuming it is approved, and the current state of agreement among various creditor constituents. Among other things these documents have been revised to reflect the agreement reached with substantial holders of the senior and bridge debt to convert approximately $18 billion of senior and bridge debt into common equity under the Plan and the allocation of such equity in the reorganized LyondellBasell between the holders of such debt if the Plan is confirmed.


The PSA represents an agreement with holders of majorities of LyondellBasell's senior and bridge debt to support the Plan. The PSA represents an important and significant step toward obtaining a consensual reorganization for LyondellBasell.


This press release does not constitute an offer to sell or the solicitation of an offer to purchase any securities in the contemplated rights offering. The rights offering will not commence until after the company's disclosure statement has been approved by the bankruptcy court.


Equistar Chemical is an indirect subsidiary of LyondellBasell Industries, one of the world's largest polymers, petrochemicals and fuels companies. LyondellBasell is 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. LyondellBasell ( is privately owned by ProChemie GmbH, a joint venture of Access Industries and ProChemie Holding Ltd.


    Media Contact:    David A. Harpole +1 713-309-4125





SOURCE: LyondellBasell Industries

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