As filed with the Securities and Exchange Commission on May 17, 2023
Registration No. 333-261639
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-3 REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
LYONDELLBASELL INDUSTRIES N.V. (Exact name of registrant as specified in its charter)
The Netherlands (State or other jurisdiction of incorporation or organization)
98-0646235 (I.R.S. Employer Identification Number)
4th Floor, One Vine Street London, W1J0AH The United Kingdom +44 (0)207 220 2600 (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Jeffrey A. Kaplan 4th Floor, One Vine Street London, W1J0AH The United Kingdom +44 (0)207 220 2600 (Name, address, including zip code, and telephone number, including area code, of agent for service) | LYB INTERNATIONAL FINANCE B.V. LYB INTERNATIONAL FINANCE II B.V. (Exact name of registrant as specified in its charter)
The Netherlands (State or other jurisdiction of incorporation or organization)
98-1109195, 98-1287217 (I.R.S. Employer Identification Number)
Delftseplein 27E 3013AA Rotterdam The Netherlands +31 (0)10 275 5500 (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Jeffrey A. Kaplan Delftseplein 27E 3013AA Rotterdam The Netherlands +31 (0)10 275 5500 (Name, address, including zip code, and telephone number, including area code, of agent for service) | LYB INTERNATIONAL FINANCE III, LLC (Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization)
81-5180761 (I.R.S. Employer Identification Number)
1221 McKinney St. Houston, Texas USA 77010 (713) 309-7200 (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Jeffrey A. Kaplan 1221 McKinney St. Houston, Texas USA 77010 (713) 309-7200 (Name, address, including zip code, and telephone number, including area code, of agent for service) |
Approximate date of commencement of proposed sale to the public: From time to time after this registration statement becomes effective.
If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box: ¨
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box: x
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box: x
If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box: ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer | x | Accelerated filer | ¨ |
Non-accelerated filer | ¨ | Smaller reporting company | ¨ |
Emerging growth company | ¨ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of Securities Act. ¨
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 (File No. 333-261639) filed with the Securities and Exchange Commission on December 14, 2021 (the “Registration Statement”) of LyondellBasell Industries N.V., LYB International Finance B.V., LYB International Finance II B.V., and LYB International Finance III, LLC is being filed solely for the purpose of (i) filing as a new Exhibit 4.44, a Supplemental Indenture dated May 17, 2023 (the “Supplemental Indenture”), among LYB International Finance III, LLC, as issuer, LyondellBasell Industries N.V., as guarantor, Computershare Trust Company, N.A., as base trustee (as successor to Wells Fargo Bank, National Association) and The Bank of New York Mellon Trust Company, N.A., as trustee; and (ii) correcting an administrative error in the XBRL tagging of the Registration Statement. Accordingly, this Post-Effective Amendment No. 1 consists only of the facing page, this explanatory note, Item 16 (Exhibits), the signature pages and Exhibit 4.44 filed herewith, and does not modify any other part of the Registration Statement. Pursuant to Rule 462(e) under the Securities Act, this Post-Effective Amendment No. 1 shall become effective immediately upon filing with the Securities and Exchange Commission.
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
ITEM 16. EXHIBITS.
* | Previously filed. |
** | To be filed by amendment or incorporated by reference in connection with the offering of the securities. |
*** | Filed herewith. |
SIGNATURES
Pursuant to the requirements of the Securities Act, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Houston, Texas, on May 17, 2023.
LYONDELLBASELL INDUSTRIES N.V. | ||
By: | /s/ Peter Vanacker | |
Name: Peter Vanacker | ||
Title: Chief Executive Officer |
Pursuant to the requirements of the Securities Act, this registration statement has been signed below by the following persons in the capacities and on the dates indicated.
Signature | Title | Date | ||
/s/ Peter Vanacker | Chief Executive Officer and Director | May 17, 2023 | ||
Peter Vanacker | (Principal Executive Officer) | |||
/s/ Michael C. McMurray | Executive Vice President and Chief Financial Officer | May 17, 2023 | ||
Michael C. McMurray | (Principal Financial Officer) | |||
/s/ Chukwuemeka A. Oyolu | Senior Vice President and Chief Accounting Officer | May 17, 2023 | ||
Chukwuemeka A. Oyolu | (Principal Accounting Officer) | |||
/s/ Jacques Aigrain | Director | May 17, 2023 | ||
Jacques Aigrain | ||||
/s/ Lincoln Benet | Director | May 17, 2023 | ||
Lincoln Benet | ||||
/s/ Jagjeet S. Bindra | Director | May 17, 2023 | ||
Jagjeet S. Bindra | ||||
/s/ Robin W.T. Buchanan | Director | May 17, 2023 | ||
Robin W.T. Buchanan | ||||
/s/ Anthony R. Chase | Director | May 17, 2023 | ||
Anthony R. Chase | ||||
/s/ Nance K. Dicciani | Director | May 17, 2023 | ||
Nance K. Dicciani | ||||
/s/ Robert W. Dudley | Director | May 17, 2023 | ||
Robert W. Dudley | ||||
/s/ Claire S. Farley | Director | May 17, 2023 | ||
Claire S. Farley | ||||
/s/ Michael S. Hanley | Director | May 17, 2023 | ||
Michael S. Hanley | ||||
/s/ Virginia Kamsky | Director | May 17, 2023 | ||
Virginia Kamsky | ||||
/s/ Albert J. Manifold | Director | May 17, 2023 | ||
Albert J. Manifold |
Pursuant to the requirements of the Securities Act, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in City of Houston, Texas, on May 17, 2023.
LYB INTERNATIONAL FINANCE B.V. | ||
By | /s/ Jeffrey A. Kaplan | |
Name: Jeffrey A. Kaplan | ||
Title: Attorney-in-Fact |
Pursuant to the requirements of the Securities Act, this registration statement has been signed below by the following persons in the capacities and on the dates indicated.
Signature | Title | Date | ||
/s/ Frank van Es | Director | May 17, 2023 | ||
Frank van Es | ||||
/s/ Frits van Blitterswijk | Director | May 17, 2023 | ||
Frits van Blitterswijk | ||||
/s/ Mania Kimpezi | Director | May 17, 2023 | ||
Mania Kimpezi |
Pursuant to the requirements of the Securities Act, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in City of Houston, Texas, on May 17, 2023.
LYB INTERNATIONAL FINANCE II B.V. | ||
By | /s/ Jeffrey A. Kaplan | |
Name: Jeffrey A. Kaplan | ||
Title: Attorney-in-Fact |
Pursuant to the requirements of the Securities Act, this registration statement has been signed below by the following persons in the capacities and on the dates indicated.
Signature | Title | Date | ||
/s/ Frank van Es | Director | May 17, 2023 | ||
Frank van Es | ||||
/s/ Frits van Blitterswijk | Director | May 17, 2023 | ||
Frits van Blitterswijk | ||||
/s/ Mania Kimpezi | Director | May 17, 2023 | ||
Mania Kimpezi |
Pursuant to the requirements of the Securities Act, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Houston, Texas, on May 17, 2023.
LYB INTERNATIONAL FINANCE III, LLC | ||
By: | /s/ Jeffrey A. Kaplan | |
Name: Jeffrey A. Kaplan | ||
Title: Vice President and General Counsel |
Pursuant to the requirements of the Securities Act, this registration statement has been signed below by the following persons in the capacities and on the dates indicated.
Signature | Title | Date | ||
/s/ Peter Vanacker | Chief Executive Officer and Director | May 17, 2023 | ||
Peter Vanacker | (Principal Executive Officer) | |||
/s/ Michael C. McMurray | Executive Vice President and Chief Financial Officer | May 17, 2023 | ||
Michael C. McMurray | (Principal Financial Officer) | |||
/s/ Chukwuemeka A. Oyolu | Senior Vice President and Chief Accounting Officer | May 17, 2023 | ||
Chukwuemeka A. Oyolu | (Principal Accounting Officer) |