Millennium Chemicals (NYSE:MCH)
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Lyondell and Millennium Announce Expected Closing Date for
Proposed Business Combination Transaction
HOUSTON and HUNT VALLEY, Md., Oct. 4 /PRNewswire-FirstCall/ -- Lyondell
Chemical Company (NYSE:LYO) and Millennium Chemicals Inc. (NYSE:MCH) today
announced that they expect their proposed business combination transaction to
close December 1, 2004.
The companies have set November 30, 2004 as the date for their respective
special shareholder meetings to consider the proposed transaction and, assuming
shareholder approval, the transaction is expected to close the following day.
The registration statement was declared effective October 1, 2004, and
shareholders of record at the close of business on Thursday, October 14, 2004
will be entitled to notice of and to vote at the special meetings.
The companies today are giving the New York Stock Exchange the required 10
days' advance notice of the record date. Once the record date has passed, they
will print and mail the joint proxy statement to Lyondell and Millennium
shareholders and provide adequate time for shareholder consideration of the
proposal.
The proposed transaction is a stock-for-stock business combination of the
companies which will create North America's third-largest independent, publicly
traded chemical producer with combined pro forma 2003 revenues of more than $11
billion and market capitalization of $5.5 billion.
After the close of the proposed transaction, the company will be called
"Lyondell Chemical Company" and will be headquartered in Houston, Texas.
ABOUT LYONDELL
Lyondell, headquartered in Houston, Texas, is a leading producer of: propylene
oxide (PO); PO derivatives including propylene glycol (PG), butanediol (BDO)
and propylene glycol ethers (PGE); and styrene monomer and MTBE as co-products
of PO production. Through its current 70.5 percent interest in Equistar
Chemicals, LP, Lyondell also is one of the largest producers of ethylene,
propylene and polyethylene in North America and a leading producer of ethylene
oxide, ethylene glycol, high value-added specialty polymers and polymeric
powder. Through its 58.75 percent interest in LYONDELL-CITGO Refining LP,
Lyondell is one of the largest refiners in the United States processing extra
heavy Venezuelan crude oil to produce gasoline, low sulfur diesel and jet fuel.
ABOUT MILLENNIUM
Millennium is the second-largest producer of TiO2 in the world, the largest
merchant seller of titanium tetrachloride and a producer of silica gel and
cadmium-based pigments. It also is the second-largest producer of acetic acid
and vinyl acetate monomer in North America, and a leading producer of
terpene-based fragrance and flavor chemicals. Millennium currently has a 29.5
percent interest in Equistar.
FORWARD-LOOKING STATEMENTS
This release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such statements include, but
are not limited to, statements about the proposed transaction between Lyondell
Chemical Company ("Lyondell") and Millennium Chemicals Inc. ("Millennium"),
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 Millennium'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 and
Millennium's respective shareholders and the parties' ability to achieve
expected synergies in the transaction within the expected timeframes or at all.
Additional factors that could cause Lyondell's results to differ materially
from those described in the forward-looking statements can be found in
Lyondell's Annual Report on Form 10-K for the year ended December 31, 2003,
which was filed with the Securities and Exchange Commission (the "SEC") on
March 12, 2004, Lyondell's Quarterly Report on Form 10-Q for the quarter ended
June 30, 2004, which was filed with the SEC on August 6, 2004 and the Form S-4
(as defined below). Additional factors that could cause Millennium's results
to differ materially from those described in the forward-looking statements can
be found in Exhibit 99.1 to Millennium's Annual Report on Form 10-K for the
year ended December 31, 2003, which was filed with the SEC on March 12, 2004,
Exhibit 99.1 to Millennium's Quarterly Report on Form 10-Q for the quarter
ended March 31, 2004, which was filed with the SEC on May 14, 2004 and the Form
S-4. Lyondell and Millennium disclaim any obligation to update any
forward-looking statements, whether as a result of new information, future
events or otherwise.
In addition, on September 30, 2004, Lyondell filed with the SEC an amendment to
its registration statement on Form S-4 (as amended, the "Form S-4") containing
a preliminary joint proxy statement/prospectus regarding the proposed
transaction between Lyondell and Millennium. The definitive joint proxy
statement/prospectus will be sent to holders of Lyondell's and Millennium's
common stock when it becomes available. Investors and security holders are
urged to read that document and any other relevant documents filed or that will
be filed with the SEC, including the definitive joint proxy
statement/prospectus that will be part of the definitive registration
statement, as they become available, because they contain, or will contain,
important information. Investors and security holders may obtain a free copy
of the definitive joint proxy statement/prospectus (when it becomes available)
and other documents filed by Lyondell and Millennium with the SEC at the SEC's
web site at http://www.sec.gov/ . The definitive joint proxy
statement/prospectus (when it becomes available) and the other documents filed
by Lyondell may also be obtained free from Lyondell by calling Lyondell's
Investor Relations department at (713) 309-4590. The definitive joint proxy
statement/prospectus (when it becomes available) and the other documents filed
by Millennium may also be obtained free from Millennium by calling Millennium's
Investor Relations department at (410) 229-8113.
The respective executive officers and directors of Lyondell and Millennium and
other persons may be deemed to be participants in the solicitation of proxies
in respect of the proposed transaction. Information regarding Lyondell's
executive officers and directors is available in the proxy statement filed with
the SEC by Lyondell on March 16, 2004 and in the Form S-4, and information
regarding Millennium's directors and its executive officers is available in
Millennium's Amendment No. 1 to its Annual Report on Form 10-K for the year
ended December 31, 2003, which was filed with the SEC on April 27, 2004, and in
the Form S-4. Other information regarding the participants in the proxy
solicitation and a description of their direct and indirect interests, by
security holdings or otherwise, will be contained in the definitive joint proxy
statement/prospectus and other relevant materials filed with the SEC, as they
become available.
DATASOURCE: Lyondell Chemical Company
CONTACT: media, Susan Moore, +1-713-652-4645, or investors, Doug Pike,
+1-713-309-4590, both of Lyondell Chemical Company; or media, Amy Drusano,
+1-410-229-8062, or investors, Tom Van Valkenburgh, +1-410-229-8113, both of
Millennium Chemicals Inc.
Web site: http://www.lyondell.com/