Basell to Acquire Lyondell Chemical Company for $48 Per Share
17 Julio 2007 - 5:00AM
PR Newswire (US)
HOOFDDORP, Netherlands, and HOUSTON, July 17 /PRNewswire-FirstCall/
-- Basell, the global leader in polyolefins, and Lyondell Chemical
Company (NYSE:LYO), one of the world's largest chemical companies,
announced today that they have signed a definitive agreement
pursuant to which Basell will acquire Lyondell's outstanding common
shares for $48 per common share in an all cash transaction with a
total enterprise value of approximately $19 billion, including the
assumption of debt. The purchase price per share represents a 45%
premium to Lyondell's closing share price on May 10, 2007, the day
prior to the disclosure by Access Industries, the industrial group
that owns Basell, of its potential interest in Lyondell, and a 20%
premium to Lyondell's closing share price on July 16, 2007. The
transaction was unanimously approved by the Boards of Directors of
Basell and Lyondell. The transaction will create one of the
sector's largest companies. Lyondell's three business segments --
ethylene, co-products and derivatives; propylene oxide and related
products; and refining -- will complement and significantly
strengthen Basell's polyolefins business. Basell and Lyondell
together would have had combined 2006 revenues of approximately $34
billion and 15,000 employees around the world. Len Blavatnik,
Chairman and Founder of U.S.-based Access Industries, said: "The
combination of Basell and Lyondell creates one of the top chemical
companies in the world. This combination further strengthens
Access' long-term strategic position in the global petrochemical
industry." Commenting on the transaction, Volker Trautz, Chief
Executive Officer of Basell, said: "Lyondell's competitively
positioned assets, access to raw material and refining capacity are
excellent complements to Basell's diversified portfolio." "We
believe this transaction offers significant value for Lyondell's
shareholders," said Dan F. Smith, Chairman, President and Chief
Executive Officer of Lyondell. "We are very pleased that Basell
recognizes the value and fit of our portfolio of chemical and
refining assets. Basell and Lyondell share a common vision for
continued success, and the combination of our companies will
enhance our opportunities." The transaction is subject to customary
closing conditions, including regulatory approvals and the approval
of Lyondell shareholders. This transaction is expected to close
within the next several months and is not subject to financing.
About Basell Basell is the global leader in polyolefin technology,
production and marketing. It is the largest producer of
polypropylene and advanced polyolefin products; a leading supplier
of polyethylene and catalysts, and the industry leader in licensing
polypropylene and polyethylene processes, including providing
technical services for its proprietary technologies. Basell,
together with its joint ventures, has manufacturing facilities in
19 countries and sells products in more than 120 countries. Basell
is privately owned by Access Industries. (http://www.basell.com/)
About Access Industries Access Industries is a privately held,
U.S.-based industrial group with long-term holdings worldwide.
Access was founded in 1986 by Chairman, Len Blavatnik, an American
industrialist. Access' industrial focus spans three key sectors:
natural resources and chemicals; telecommunications and media; and
real estate. (http://www.accessindustries.com/) About Lyondell
Lyondell Chemical Company, headquartered in Houston, Texas, is
North America's third-largest independent, publicly traded chemical
company. Lyondell is a leading global manufacturer of chemicals and
plastics, a refiner of heavy, high-sulfur crude oil and a
significant producer of fuel products. Key products include
ethylene, polyethylene, styrene, propylene, propylene oxide,
gasoline, ultra low-sulfur diesel, MTBE and ETBE.
(http://www.lyondell.com/) MEDIA CONTACTS Basell: Patricia
Vangheluwe, Tel: +32 2 715 8172 Access Industries: Stan Neve or
Steve Lipin, Tel: +1 212 333 3810 Lyondell: Susan P. Moore, Tel: +1
713 309 4645 INVESTOR CONTACTS Basell: Tom Boal, Tel: +1 410 996
1322 Lyondell: Douglas J. Pike, Tel: +1 713 309 4590 Additional
Information and Where to Find It In connection with the
solicitation of proxies by Lyondell Chemical Company (the
"Company") with respect to the meeting of its stockholders to be
called with respect to the proposed merger, the Company will file a
proxy statement with the Securities and Exchange Commission (the
"SEC"). STOCKHOLDERS OF THE COMPANY ARE ADVISED TO READ THE PROXY
STATEMENT WHEN IT IS FINALIZED AND DISTRIBUTED TO THE STOCKHOLDERS
BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. Stockholders will be
able to obtain a free-of-charge copy of the proxy statement (when
available) and other relevant documents filed with the SEC from the
SEC's web site at http://www.sec.gov/. Stockholders will also be
able to obtain a free-of-charge copy of the proxy statement and
other relevant documents (when available) by directing a request by
mail to Lyondell Chemical Company, Investor Relations, 1221
McKinney Street, Suite 700, Houston, Texas 77010, telephone (713)
309-4590, or from the Company's website at
http://www.lyondell.com/. The Company and certain of its directors
and executive officers may, under the rules of the SEC, be deemed
to be "participants" in the solicitation of proxies from its
stockholders in connection with the proposed merger. Information
concerning the interests of the persons who may be "participants"
in the solicitation is set forth in the Company's proxy statements
and annual reports on Form 10-K (including any amendments thereto),
previously filed with the SEC, and in the proxy statement relating
to the merger and other relevant materials to be filed with the SEC
when they become available. The statements in this release relating
to matters that are not historical facts are forward-looking
statements. Such statements include, but are not limited to,
statements about the benefits of the proposed transaction between
Lyondell and Basell, including the parties' plans, objectives,
expectations and intentions and other statements that are not
historical facts. Such statements are based upon the current
beliefs and expectations of Lyondell's and Basell's respective
managements and are subject to significant risks and uncertainties.
Actual results may differ materially from those set forth in the
forward-looking statements. The following factors, among others,
could affect the proposed transaction and the anticipated results:
approval by Lyondell's shareholders and the receipt of foreign
competition law clearances. Additional factors that could cause
results to differ materially from those described in the
forward-looking statements can be found in the Lyondell Annual
Report on Form 10-K for the year ended December 31, 2006 and
Quarterly Report on Form 10-Q for the quarter ended March 31, 2007
and the Lyondell Current Report on Form 8-K filed on May 21, 2007.
DATASOURCE: Access Industries; Basell; Lyondell Chemical Company
CONTACT: Media, Patricia Vangheluwe of Basell, +32-2-715-8172; or
Stan Neve or Steve Lipin, +1-212-333-3810, both of Access
Industries; or Susan P. Moore of Lyondell, +1-713-309-4645; or
Investors, Tom Boal of Basell, +1-410-996-1322; or Douglas J. Pike
of Lyondell, +1-713-309-4590 Web site: http://www.basell.com/
http://www.accessindustries.com/ http://www.lyondell.com/
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