Issuer Free Writing Prospectus, dated February 26, 2024
Filed Pursuant to Rule 433 under the Securities Act of 1933
Registration No. 333-261639
LYB International Finance III, LLC
$750,000,000 5.500% Guaranteed Notes due 2034
Pricing Term Sheet dated February 26, 2024
| Issuer: | LYB International Finance III, LLC |
| Parent Guarantor: | LyondellBasell Industries N.V. |
| Security Description: | $750,000,000 5.500% Guaranteed Notes due 2034 (the “Notes”) |
| Distribution: | SEC-registered |
| Principal Amount: | $750,000,000 |
| Expected Ratings (Moody’s / S&P / Fitch)*: | Baa2 / BBB / BBB (stable / stable / positive) |
| Coupon: | 5.500% |
| Public Offering Price: | 99.234% of the principal amount |
| Yield to Maturity: | 5.601% |
| Benchmark: | UST 4.000% due February 15, 2034 |
| Spread to Benchmark: | +130 basis points |
| Benchmark Treasury Price / Yield: | 97-18+ / 4.301% |
| Trade Date: | February 26, 2024 |
| Settlement Date: | February 28, 2024 (T+2) |
| Maturity Date: | March 1, 2034 |
| Record Date: | February 15 and August 15 of each year |
| Interest Payment Dates: | March 1 and September 1 of each year |
| First Interest Payment Date: | September 1, 2024 |
| Optional Redemption: | |
| Make-Whole Call: | T+20 basis points (at any time before December 1, 2033) |
| Par Call: | At any time on or after December 1, 2033 |
| Change of Control Triggering Event: | Puttable at 101% of principal plus accrued and unpaid interest, if any |
| Denominations/Multiple: | $2,000 / $1,000 |
| CUSIP / ISIN: | 50249AAM5 / US50249AAM53 |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. Mizuho Securities USA LLC Barclays Capital Inc. BofA Securities, Inc. Deutsche Bank Securities Inc. J.P. Morgan Securities LLC MUFG Securities Americas Inc. Wells Fargo Securities, LLC |
| Co-Managers: | Academy Securities, Inc. Goldman Sachs & Co. LLC PNC Capital Markets LLC Scotia Capital (USA) Inc. SMBC Nikko Securities America, Inc. Standard Chartered Bank TD Securities (USA) LLC UniCredit Capital Markets LLC |
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*A securities rating is not a recommendation to buy, sell or hold securities and may be revised or withdrawn at any time.
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC that are incorporated into the prospectus supplement for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the related prospectus supplement if you request it by calling Citigroup Global Markets Inc. at 1-800-831-9146 or Mizuho Securities USA LLC at 1-866-271-7403.
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