0001104659-11-030017.txt : 20110518 0001104659-11-030017.hdr.sgml : 20110518 20110518173429 ACCESSION NUMBER: 0001104659-11-030017 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110516 FILED AS OF DATE: 20110518 DATE AS OF CHANGE: 20110518 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARES PARTNERS MANAGEMENT CO LLC CENTRAL INDEX KEY: 0001259042 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34726 FILM NUMBER: 11855760 MAIL ADDRESS: STREET 1: 1999 AVE OF THE STARS STREET 2: STE 1900 CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARES MANAGEMENT LLC CENTRAL INDEX KEY: 0001259313 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34726 FILM NUMBER: 11855761 MAIL ADDRESS: STREET 1: 1999 AVENUE OF THE STARS STREET 2: SUITE 1900 CITY: LOS ANGELES STATE: CA ZIP: 90067 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LyondellBasell Industries N.V. CENTRAL INDEX KEY: 0001489393 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 980646235 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: WEENA 737 CITY: ROTTERDAM STATE: P7 ZIP: 3013AM BUSINESS PHONE: 713-309-4560 MAIL ADDRESS: STREET 1: WEENA 737 CITY: ROTTERDAM STATE: P7 ZIP: 3013AM REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARES CORPORATE OPPORTUNITIES FUND III LP CENTRAL INDEX KEY: 0001428903 STATE OF INCORPORATION: CA FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34726 FILM NUMBER: 11855763 BUSINESS ADDRESS: STREET 1: 1999 AVENUE OF THE STARS STREET 2: SUITE 1900 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 301-210-4100 MAIL ADDRESS: STREET 1: 1999 AVENUE OF THE STARS STREET 2: SUITE 1900 CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ACOF Operating Manager III LLC CENTRAL INDEX KEY: 0001462608 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34726 FILM NUMBER: 11855762 BUSINESS ADDRESS: STREET 1: C/O ARES MANAGEMENT LLC STREET 2: 2000 AVENUE OF THE STARS, 12TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-4100 MAIL ADDRESS: STREET 1: C/O ARES MANAGEMENT LLC STREET 2: 2000 AVENUE OF THE STARS, 12TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 4 1 a4.xml 4 X0303 4 2011-05-16 1 0001489393 LyondellBasell Industries N.V. LYB 0001428903 ARES CORPORATE OPPORTUNITIES FUND III LP 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES CA 90067 1 0 0 0 0001462608 ACOF Operating Manager III LLC 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES CA 90067 1 0 0 0 0001259313 ARES MANAGEMENT LLC 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES CA 90067 1 0 0 0 0001259042 ARES PARTNERS MANAGEMENT CO LLC 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES CA 90067 1 0 0 0 Class A Ordinary Shares 2011-05-16 4 S 0 4226099 38.53 D 8452197 D Class A Ordinary Shares 2011-05-16 4 S 0 4206742 38.53 D 9596056 I See Notes This Form 4 is filed jointly by Ares Corporate Opportunities Fund III, L.P. ("ACOF III"), ACOF Operating Manager III, LLC ("ACOF Operating Manager III"), Ares Management LLC ("Ares Management") and Ares Partners Management Company LLC ("APMC" and, together with ACOF III, ACOF Operating Manager III and Ares Management, the "Ares Entities") in respect of securities sold by ACOF III and other funds that are affiliated with, and under the management of, Ares Management (the "Ares Funds"). Prior to the previously reported transactions of May 5, 2011, ACOF III and its affiliates held 5% or more of the Issuer's issued share capital, and as a result, ACOF III, on behalf of itself and the Ares Funds, had the right to nominate one member (the "Ares Director") of the Issuer's initial Supervisory Board (the "Board") pursuant to a Nomination Agreement between ACOF III and the Issuer dated April 30, 2010. Following such transactions and as of the date hereof, (continued in footnote 2) ACOF III and the Ares Funds collectively hold less than 5% of the Issuer's issued share capital, and as a result, the Corporate Governance and Nominating Committee of the Board has the right to request that such nominee resign pursuant to the Nomination Agreement, which request was made on May 17, 2011. Effective May 18, 2011, the Ares Director resigned from the Board. The manager of ACOF III is ACOF Operating Manager III. ACOF Operating Manager III is indirectly controlled by Ares Management, which, in turn, is indirectly controlled by APMC. APMC is managed by an executive committee comprised of Antony Ressler, Michael Arougheti, David Kaplan, Greg Margolies and Bennett Rosenthal. Each of the members of the executive committee, and the Ares Entities and Ares Funds (other than ACOF III and the Ares Funds with respect to the securities held directly by each such investment vehicle) and the officers, partners, members and managers of the Ares Entities (continued in footnote 3) and the Ares Funds expressly disclaims beneficial ownership of, and pecuniary interest in, these securities, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes. The address of each Ares Entity is 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. See signatures attached as Exhibit 99.1 2011-05-18 EX-99.1 2 ex-99d1.htm EX-99.1

Exhibit 99.1

 

FORM 4 CONTINUATION SHEET — JOINT FILER INFORMATION

 

This Form 4 is filed jointly by Ares Corporate Opportunities Fund III, L.P., ACOF Operating Manager III, LLC, Ares Management LLC and Ares Partners Management Company LLC (collectively, the “Ares Entities”). The principal business address of each of the Ares Entities is c/o Ares Management LLC, 2000 Avenue of the Stars, 12th Floor, Los Angeles, California 90067.

 

Name of Designated Filer: Ares Corporate Opportunities Fund III, L.P.

Date of Event Requiring Statement: May 16, 2011

Issuer Name and Ticker or Trading Symbol: LyondellBasell Industries N.V. (LYB)

 


 

IN WITNESS WHEREOF, the undersigned hereby attach their signatures to this Exhibit 99.1 to the Statement of Form 4 as of May 18, 2011.

 

 

ARES CORPORATE OPPORTUNITIES FUND III, L.P.

 

 

 

 

 

 

BY:  ACOF OPERATING MANAGER III, LLC

 

 

Its Manager

 

 

 

 

By:

/s/ Michael D. Weiner

 

 

Name:

Michael D. Weiner

 

 

Title:

Authorized Signatory

 

 

 

 

 

ARES OPERATING MANAGER III, LLC

 

 

 

By:

/s/ Michael D. Weiner

 

Name:

Michael D. Weiner

 

Title:

Authorized Signatory

 

 

 

 

 

ARES MANAGEMENT LLC

 

 

 

By:

/s/ Michael D. Weiner

 

Name:

Michael D. Weiner

 

Title:

Authorized Signatory

 

 

 

 

 

ARES PARTNERS MANAGEMENT COMPANY LLC

 

 

 

By:

/s/ Michael D. Weiner

 

Name:

Michael D. Weiner

 

Title:

Authorized Signatory